Document and Entity Information
Document and Entity Information | 6 Months Ended |
Jun. 30, 2023 | |
Cover [Abstract] | |
Document Type | 6-K |
Amendment Flag | false |
Document Period End Date | Jun. 30, 2023 |
Entity Registrant Name | Achilles Therapeutics plc |
Entity Central Index Key | 0001830749 |
Current Fiscal Year End Date | --12-31 |
Entity File Number | 001-40299 |
Entity Address, Address Line One | 245 Hammersmith Road |
Entity Address, City or Town | London |
Entity Address, Postal Zip Code | W6 8PW |
Entity Address, Country | GB |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 143,711 | $ 173,338 |
Prepaid expenses and other current assets | 31,499 | 23,242 |
Total current assets | 175,210 | 196,580 |
Non-current assets: | ||
Property and equipment, net | 10,949 | 12,399 |
Operating lease right of use assets | 8,373 | 8,081 |
Deferred tax assets | 185 | 251 |
Restricted cash | 33 | 33 |
Other assets | 3,157 | 3,014 |
Total non-current assets | 22,697 | 23,778 |
TOTAL ASSETS | 197,907 | 220,358 |
Current liabilities: | ||
Accounts payable | 6,886 | 5,187 |
Income taxes payable | 7 | 326 |
Accrued expenses and other liabilities | 7,569 | 8,292 |
Operating lease liabilities—current | 4,656 | 4,188 |
Total current liabilities | 19,118 | 17,993 |
Non-current liabilities: | ||
Operating lease liabilities-non-current | 3,972 | 4,388 |
Other long-term liability | 974 | 933 |
Total non-current liabilities | 4,946 | 5,321 |
Total liabilities | 24,064 | 23,314 |
Commitments and contingencies (Note 12) | ||
Shareholders' equity: | ||
Ordinary shares, pound 0.001 par value; 40,946,239 and 40,932,727 shares authorized, issued and outstanding at June 30, 2023 and December 31, 2022, respectively | 54 | 54 |
Deferred shares, pound 92,451.851 par value, one share authorized, issued and outstanding at June 30, 2023 and December 31, 2022 | 128 | 128 |
Additional paid in capital | 412,201 | 408,844 |
Accumulated other comprehensive loss | (13,901) | (21,695) |
Accumulated deficit | (224,639) | (190,287) |
Total shareholders’ equity | 173,843 | 197,044 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 197,907 | $ 220,358 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) | Jun. 30, 2023 £ / shares shares | Jun. 30, 2023 $ / shares shares | Dec. 31, 2022 £ / shares shares | Dec. 31, 2022 $ / shares shares |
Ordinary shares, par value | (per share) | £ 0.001 | $ 0.001 | £ 0.001 | $ 0.001 |
Ordinary shares, shares authorized | 40,946,239 | 40,946,239 | 40,932,727 | 40,932,727 |
Ordinary shares, shares issued | 40,946,239 | 40,946,239 | 40,932,727 | 40,932,727 |
Ordinary shares, shares outstanding | 40,946,239 | 40,946,239 | 40,932,727 | 40,932,727 |
Deferred shares, par value | £ / shares | £ 92,451.851 | £ 92,451.851 | ||
Deferred shares, shares authorized | 1 | 1 | 1 | 1 |
Deferred shares, shares issued | 1 | 1 | 1 | 1 |
Deferred shares, shares outstanding | 1 | 1 | 1 | 1 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
OPERATING EXPENSES: | ||||
Research and development | $ 13,774 | $ 14,776 | $ 27,642 | $ 27,790 |
General and administrative | 4,318 | 5,770 | 9,003 | 11,725 |
Total operating expenses | 18,092 | 20,546 | 36,645 | 39,515 |
Loss from operations | (18,092) | (20,546) | (36,645) | (39,515) |
OTHER INCOME, NET: | ||||
Other income | 1,212 | 3,271 | 2,303 | 4,900 |
Total other income, net | 1,212 | 3,271 | 2,303 | 4,900 |
Loss before provision for income taxes | (16,880) | (17,275) | (34,342) | (34,615) |
Benefit (Provision) for income taxes | 34 | (14) | (10) | (29) |
Net loss | (16,846) | (17,289) | (34,352) | (34,644) |
Other comprehensive income: | ||||
Foreign exchange translation adjustment | 3,817 | (19,302) | 7,794 | (26,979) |
Comprehensive loss | $ (13,029) | $ (36,591) | $ (26,558) | $ (61,623) |
Net loss per share attributable to ordinary shareholders-basic | $ (0.42) | $ (0.44) | $ (0.86) | $ (0.89) |
Net loss per share attributable to ordinary shareholders-diluted | $ (0.42) | $ (0.44) | $ (0.86) | $ (0.89) |
Weighted average ordinary shares outstanding-basic | 39,899,944 | 39,104,375 | 39,816,528 | 38,998,686 |
Weighted average ordinary shares outstanding-diluted | 39,899,944 | 39,104,375 | 39,816,528 | 38,998,686 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Shareholders' Equity (unaudited) - USD ($) $ in Thousands | Total | Ordinary Shares | Deferred Shares | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Beginning balance at Dec. 31, 2021 | $ 289,528 | $ 54 | $ 128 | $ 401,821 | $ 6,636 | $ (119,111) |
Beginning balance, shares at Dec. 31, 2021 | 40,603,489 | 1 | ||||
Issuance of ordinary shares, shares | 150,738 | |||||
Share-based compensation expense | 1,959 | 1,959 | ||||
Unrealized gain/(loss) on foreign currency translation | (7,677) | (7,677) | ||||
Net loss | (17,355) | (17,355) | ||||
Ending balance at Mar. 31, 2022 | 266,455 | $ 54 | $ 128 | 403,780 | (1,041) | (136,466) |
Ending balance, shares at Mar. 31, 2022 | 40,754,227 | 1 | ||||
Beginning balance at Dec. 31, 2021 | 289,528 | $ 54 | $ 128 | 401,821 | 6,636 | (119,111) |
Beginning balance, shares at Dec. 31, 2021 | 40,603,489 | 1 | ||||
Net loss | (34,644) | |||||
Ending balance at Jun. 30, 2022 | 231,588 | $ 54 | $ 128 | 405,504 | (20,343) | (153,755) |
Ending balance, shares at Jun. 30, 2022 | 40,774,014 | 1 | ||||
Beginning balance at Mar. 31, 2022 | 266,455 | $ 54 | $ 128 | 403,780 | (1,041) | (136,466) |
Beginning balance, shares at Mar. 31, 2022 | 40,754,227 | 1 | ||||
Issuance of ordinary shares, shares | 19,787 | |||||
Share-based compensation expense | 1,724 | 1,724 | ||||
Unrealized gain/(loss) on foreign currency translation | (19,302) | (19,302) | ||||
Net loss | (17,289) | (17,289) | ||||
Ending balance at Jun. 30, 2022 | 231,588 | $ 54 | $ 128 | 405,504 | (20,343) | (153,755) |
Ending balance, shares at Jun. 30, 2022 | 40,774,014 | 1 | ||||
Beginning balance at Dec. 31, 2022 | 197,044 | $ 54 | $ 128 | 408,844 | (21,695) | (190,287) |
Beginning balance, shares at Dec. 31, 2022 | 40,932,727 | 1 | ||||
Issuance of ordinary shares | 4 | 4 | ||||
Issuance of ordinary shares, shares | 5,726 | |||||
Share-based compensation expense | 1,652 | 1,652 | ||||
Unrealized gain/(loss) on foreign currency translation | 3,977 | 3,977 | ||||
Net loss | (17,506) | (17,506) | ||||
Ending balance at Mar. 31, 2023 | 185,171 | $ 54 | $ 128 | 410,500 | (17,718) | (207,793) |
Ending balance, shares at Mar. 31, 2023 | 40,938,453 | 1 | ||||
Beginning balance at Dec. 31, 2022 | 197,044 | $ 54 | $ 128 | 408,844 | (21,695) | (190,287) |
Beginning balance, shares at Dec. 31, 2022 | 40,932,727 | 1 | ||||
Net loss | (34,352) | |||||
Ending balance at Jun. 30, 2023 | 173,843 | $ 54 | $ 128 | 412,201 | (13,901) | (224,639) |
Ending balance, shares at Jun. 30, 2023 | 40,946,239 | 1 | ||||
Beginning balance at Mar. 31, 2023 | 185,171 | $ 54 | $ 128 | 410,500 | (17,718) | (207,793) |
Beginning balance, shares at Mar. 31, 2023 | 40,938,453 | 1 | ||||
Issuance of ordinary shares, shares | 7,786 | |||||
Share-based compensation expense | 1,701 | 1,701 | ||||
Unrealized gain/(loss) on foreign currency translation | 3,817 | 3,817 | ||||
Net loss | (16,846) | (16,846) | ||||
Ending balance at Jun. 30, 2023 | $ 173,843 | $ 54 | $ 128 | $ 412,201 | $ (13,901) | $ (224,639) |
Ending balance, shares at Jun. 30, 2023 | 40,946,239 | 1 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Shareholders' Equity (Parenthetical) (unaudited) | Jun. 30, 2023 £ / shares | Jun. 30, 2023 $ / shares | Mar. 31, 2023 $ / shares | Dec. 31, 2022 £ / shares | Dec. 31, 2022 $ / shares | Jun. 30, 2022 $ / shares | Mar. 31, 2022 $ / shares |
Statement of Stockholders' Equity [Abstract] | |||||||
Ordinary shares, par value | (per share) | £ 0.001 | $ 0.001 | $ 0.001 | £ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||||
Net loss | $ (16,846) | $ (17,506) | $ (17,289) | $ (17,355) | $ (34,352) | $ (34,644) | |
Adjustments to reconcile net loss to net cash used in operating activities | |||||||
Depreciation and amortization | 2,361 | 1,969 | |||||
Loss on impairment | 16 | 482 | |||||
Changes in right of use assets and operating lease liabilities, net | (260) | (458) | |||||
Loss on disposal of property and equipment | (11) | ||||||
Non-cash loss on foreign currency remeasurement | 25 | 51 | |||||
Non-cash share-based compensation | 3,354 | 3,683 | |||||
Changes in operating assets and liabilities | |||||||
Prepaid expenses and other current assets | (7,069) | (10,072) | |||||
Accounts payable | 1,873 | 3,205 | |||||
Income taxes payable | (319) | 18 | |||||
Accrued expenses and other liabilities | (930) | (965) | |||||
Deferred tax assets | 65 | ||||||
Other assets | (26) | (301) | |||||
Net cash used in operating activities | (35,262) | (37,043) | |||||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||||
Purchases of property and equipment | (991) | (3,598) | |||||
Net cash used in investing activities | (991) | (3,598) | |||||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||||
Proceeds from the issuance of shares under the employee share purchase plan | 1 | ||||||
Net cash provided by financing activities | 1 | ||||||
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 6,625 | (24,083) | |||||
Net decrease in cash, cash equivalents and restricted cash | (29,627) | (64,724) | |||||
Cash, cash equivalents and restricted cash, beginning of period | $ 173,371 | $ 266,352 | 173,371 | 266,352 | $ 266,352 | ||
Cash, cash equivalents and restricted cash, end of period | 143,744 | 201,628 | 143,744 | 201,628 | 173,371 | ||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | |||||||
Right of use assets obtained in exchange for new operating lease liabilities | 2,090 | 1,479 | |||||
Property and equipment purchases in accounts payable and accrued expenses | 113 | 1,196 | |||||
Cash and cash equivalents | 143,711 | 201,595 | 143,711 | 201,595 | 173,338 | ||
Restricted cash | 33 | 33 | 33 | 33 | 33 | ||
Total cash, cash equivalents and restricted cash | $ 143,744 | $ 201,628 | $ 143,744 | $ 201,628 | $ 173,371 |
Nature of the Business
Nature of the Business | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of the Business | 1. Nature of the business Achilles Therapeutics plc (formerly Achilles TX Limited) and subsidiaries, or the Company, is a biopharmaceutical company developing AI-powered precision T cell therapies targeting clonal neoantigens to treat solid tumors. The Company is focused on advancing immuno-oncology therapeutics by exploiting its pioneering work in the field of tumor evolution and clonal neoantigens. The Company is a public limited company originally incorporated pursuant to the laws of England and Wales in November 2020 as a private limited company named Achilles TX Limited, with nominal assets and liabilities, for the purposes of becoming the ultimate holding company for Achilles Therapeutics UK Limited (formerly Achilles Therapeutics Limited). Achilles Therapeutics UK Limited was incorporated in May 2016 under the laws of England and Wales and its registered office and principal place of business is currently 245 Hammersmith Road, London W6 8PW. Achilles TX Limited and Achilles Therapeutics Holdings Limited (a wholly owned direct subsidiary of Achilles TX Limited formed in November 2020 for the purpose of becoming the direct holding company of Achilles Therapeutics UK Limited and Achilles Therapeutics US, Inc.) have not conducted any operations prior to the corporate reorganization other than activities incidental to their formation. The Company has devoted its efforts principally to research and development since formation. The Company has not yet completed product development, filed for or obtained regulatory approvals for any products, nor verified the market acceptance and demand for such products. As a result, the Company is subject to risks that are common to emerging companies in the biotech industry, including the uncertainties of the product discovery and development process, dependence on key individuals, development of the same or similar technological innovations by the Company’s competitors, protection of proprietary technology, compliance with government regulations and approval requirements, the Company’s ability to access capital and uncertainty of market acceptance of products. Going concern The Company has historically been loss making and anticipates that it will continue to incur losses for the foreseeable future and had an accumulated deficit of $ 224.6 million as of June 30, 2023. The Company has funded these losses principally through the issuance of ordinary and preferred shares. The Company expects to continue to incur operating losses and negative cash outflows until such time as it generates a level of revenue that is sufficient to support its cost structure. The Company continues to assess the impact the COVID-19 pandemic may have on its ability to advance the development of drug candidates or to raise financing to support the development of drug candidates, although the Company cannot estimate its future impact or that of similar public health crises. Further, disruption of global financial markets and a recession or market correction, including as a result of the COVID-19 pandemic, the ongoing military conflict between Russia and Ukraine and the related sanctions imposed against Russia, and other global macroeconomic factors such as inflation, increases in commodity prices, energy and fuel prices, credit and capital markets instability and supply chain interruptions could reduce our ability to access capital, which could, in the future, negatively affect our business and the value of our common shares. As of June 30, 2023, the Company had cash and cash equivalents of $ 143.7 million. The Directors have reviewed the financial projections of the Company for the 12 months subsequent to the date of issuance of these financial statements including consideration of severe but plausible scenarios that may affect the Company in that period. These show that the Company will be able to pay (or otherwise discharge) its debts as they fall due immediately following the date of signing of this Balance Sheet and for the period considered by the forecast. Accordingly, the financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the realization of assets and settlement of liabilities and commitments as they fall due in the ordinary course of business for at least 12 months from the date of issuance of the financial statements. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of significant accounting policies The Company's significant accounting policies are described in Note 2, Summary of Significant Accounting Policies, to the financial statements for the year ended December 31, 2022 in the Form 20-F filed with the Securities and Exchange Commission, or the “SEC”, on March 7, 2023. There have been no material changes to the significant accounting policies during the six months ended June 30, 2023, except as described below. Basis of presentation The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America or U.S. GAAP. The unaudited condensed consolidated interim financial statements have been prepared on the same basis as the audited annual consolidated financial statements as of and for the year ended December 31, 2022, and, in the opinion of management, reflect all adjustments, consisting of normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of June 30, 2023, the results of its operations and comprehensive loss for the three and six months ended June 30, 2023, its statements of shareholders’ equity for the three and six months ended June 30, 2023 and 2022 and its statements of cash flows for the six months ended June 30, 2023 and 2022. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted from these interim financial statements. However, these interim financial statements include all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary to fairly state the results of the interim period. The results for the three and six months ended June 30, 2023 are not necessarily indicative of the results to be expected for the year ended December 31, 2023, any other interim periods, or any future year or period. The balance sheet information as of December 31, 2022, was derived from the audited financial statements included in the Company's Form 20-F filed with the SEC on March 7, 2023. These interim financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2022, and the notes thereto, which are included elsewhere in the Company’s Form 20-F filed with the SEC on March 7, 2023. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 3. Fair Value of Financial Instruments The following tables show assets measured at fair value on a recurring basis as of June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 Level 1 Level 2 Level 3 Cash equivalents: Money market funds $ 91,391 $ — $ — Total $ 91,391 $ — $ — December 31, 2022 Level 1 Level 2 Level 3 Cash equivalents: Money market funds $ 51,901 $ — $ — Total $ 51,901 $ — $ — There were no liabilities measured at fair value on a recurring basis as of June 30, 2023 and December 31, 2022. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 6 Months Ended |
Jun. 30, 2023 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Prepaid Expenses and Other Current Assets | 4. Prepaid expenses and other current assets Prepaid expenses and other current assets consisted of the following (in thousands): June 30, December 31, 2023 2022 U.K. R&D tax credit $ 22,403 $ 15,232 Prepaid research and development 3,109 3,473 Prepaid insurance 1,835 1,151 VAT recoverable 627 771 Other current assets 3,525 2,615 $ 31,499 $ 23,242 |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended |
Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 5. Property and equipment, net Property and equipment, net consisted of the following (in thousands): June 30, December 31, 2023 2022 Lab equipment $ 9,454 $ 8,707 Leasehold improvements 9,311 8,929 Office equipment and computers 1,717 1,577 Fixtures and fittings 1,078 1,040 21,560 20,253 Less: Accumulated depreciation ( 10,611 ) ( 7,854 ) $ 10,949 $ 12,399 Depreciation expense was $ 2.4 million and $ 2.0 million for the six months ended June 30, 2023 and 2022, respectively. Depreciation expense was $ 1.3 million and $ 0.9 million for the three months ended June 30, 2023 and 2022, respectively. For the year ended December 31, 2022, the Company recognized an impairment loss of $ 6.7 million in assets under construction primarily related to costs associated with the detailed design of a flexible GMP modular facility in west London. Due to challenging economic and market conditions, the Company has mothballed the construction of the facility and project. |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Liabilities | 6. Accrued expenses and other liabilities Accrued expenses and other liabilities consisted of the following (in thousands): June 30, December 31, 2023 2022 Compensation and benefits $ 2,401 $ 2,972 External research and development expenses 2,853 2,188 Facility costs 729 910 Professional services 577 795 Property and equipment 106 217 Other liabilities 903 1,210 $ 7,569 $ 8,292 |
Shareholders_ Equity
Shareholders’ Equity | 6 Months Ended |
Jun. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Shareholders’ Equity | 7. Shareholders’ equity Ordinary shares As of June 30, 2023 and December 31, 2022, the Company had the following number of ordinary shares with a par value £ 0.001 (equivalent to $ 0.001 ) issued and outstanding: June 30, December 31, 2023 2022 Ordinary shares 39,329,872 39,316,360 Class A non-voting ordinary shares 1,616,367 1,616,367 Deferred Shares 1 1 Total ordinary and deferred shares 40,946,240 40,932,728 On the completion of the initial public offering, or "IPO", on April 6, 2021, all the Employee Shares, Convertible Preferred Shares (see below) and B ordinary shares were converted into ordinary shares or Class A non-voting ordinary shares. Class A non-voting ordinary shares have the same rights and privileges as ordinary shares, except for the voting rights. As of June 30, 2023, the Company has not declared any dividends. Deferred shares On April 6, 2021, all the deferred shares were cancelled. In addition, a single deferred share with a nominal value of £ 92,451.85 in the capital of the Company was created as part of the Company’s reorganization. As of June 30, 2023, the Company had one deferred share which could be repurchased at any time by the Company for nil consideration. |
Share-based Compensation
Share-based Compensation | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based Compensation | 8. Share-based compensation 2020 Share Omnibus Plan Under the Company’s shareholder and subscription agreements, which were effective until the date of IPO, the Company was authorized to grant equity awards to individuals including a director of and/or a person who is employed by or who directly or indirectly provides consultancy services to the Company, in the form of D, E, F, G, H, I, J, K, L, M and N ordinary shares, collectively referred to as Employee Shares and share options. All Employee Shares converted into ordinary shares in accordance with the reverse share split implemented on IPO. The share options were granted pursuant to the terms of the 2020 Share Omnibus Plan, or the 2020 Plan. Upon and following closing of the IPO, no further equity awards were granted under the 2020 Plan. To the extent outstanding options granted under the 2020 Plan are cancelled, forfeited or otherwise terminated without being exercised and would otherwise have been returned to the share reserve under the 2020 Plan, the number of shares underlying such awards will be available for future grant under the Company’s 2021 Omnibus Plan (see below). In anticipation of IPO, the holders of Employee Shares and the Company entered into individual vesting agreements, or Vesting Agreements, which apply the same terms to vesting of Employee Shares as applied prior to IPO under the Company’s pre-IPO Articles of Association, except that following the IPO Employee Shares that would pre-IPO have converted to deferred shares, will be transferred back to the Company and cancelled within three years of an employee leaving the Company. 2021 Share Omnibus Plan In March 2021, the Company’s board of directors, or the Board, adopted, and the Company’s shareholders approved, the 2021 Share Omnibus Plan, or the 2021 Plan, which became effective upon the effectiveness of the Company’s Registration Statement on Form F-1 in connection with the IPO. The 2021 Plan allows the remuneration committee of the Board, or the Remuneration Committee, to make equity-based and cash-based incentive awards to our officers, employees, directors and other key persons (including consultants). The Remuneration Committee initially reserved 2,572,558 of its ordinary shares for the issuance of awards under the 2021 Plan. The 2021 Plan provides that the number of shares reserved and available for issuance under the plan will automatically increase each January 1, beginning on January 1, 2022, by 4 % of the outstanding number of ordinary shares on the immediately preceding December 31, or such lesser number of shares as determined by the Remuneration Committee. This number is subject to adjustment in the event of a sub-division, consolidation, share dividend or other change in our capitalization. The total number of ordinary shares that may be issued under the 2021 Plan was 5,834,006 shares as of June 30, 2023, of which 962,436 shares remained available for future grant after taking into account options granted and adding back forfeitures in the period. 2021 Employee Share Purchase Plan The Company’s 2021 Employee Share Purchase Plan, or ESPP, was adopted by the Board in March 2021 and approved by shareholders in March 2021 and became effective upon the effectiveness of the Company’s Registration Statement on Form F-1 in connection with the IPO. The ESPP initially reserved and authorized the issuance of up to a total of 467,738 ordinary shares to participating employees. The ESPP provides that the number of shares reserved and available for issuance will automatically increase each January 1, beginning on January 1, 2022 and each January 1 thereafter through January 1, 2022, by the least of: (i) 1 % of the outstanding number of ordinary shares on the immediately preceding December 31; (ii) 467,738 ordinary shares or (iii) such number of shares as determined by the Remuneration Committee. The number of shares reserved under the ESPP is subject to change in the event of a share split, share dividend or other change in our capitalization. The purpose of the ESPP is to: (i) provide U.S. employees the opportunity to purchase ordinary shares or ADSs at 85 % of the fair market value of the ADSs on the offering date or the exercise date, whichever is lower, and (ii) provide UK-based employees with ordinary shares or ADSs under the SIP Plan as further discussed below. The total number of ordinary shares that may be issued under the ESPP was 877,065 shares as of June 30, 2023. The initial purchase period under the ESPP commenced in February 2022. The Company estimated the fair value of the option component of the ESPP at the date of grant using a Black-Scholes valuation model. During the three and six months ended June 30, 2023 and 2022, the compensation expense from ESPP shares was less than $ 0.1 million. 2021 Share Incentive Plan The Achilles Therapeutics plc Share Incentive Plan, or SIP Plan is a sub plan of the ESPP. This SIP Plan is an HMRC approved Plan for UK tax-paying employees. Under the SIP Plan, eligible employees can receive "Free Shares" within HMRC guidelines, purchase ordinary shares from the market, or Partnership Shares, as well as receive "Matching Shares" which are issued without any consideration payment in connection with an acquisition of Partnership Shares (collectively referred to as "SIP Shares"). For any award of Matching Shares, the renumeration committee must specify the ratio of Matching Shares to Partnership Shares. Under HMRC rules, the ratio determined by the renumeration committee must not exceed two Matching Shares for every Partnership Share. There is no minimum service condition on the Partnership Shares, and the participants can sell/transfer the shares after their acquisition from the market. There is a minimum service condition for the Free and Matching Shares that requires the participants to provide continuing service for at least 36 months from the date of grant. If the participants are no longer with the Company or its subsidiaries before the completion of 36 months' service (with the relevant date determined as the last day of employment), the Free and Matching Shares generally will be 100 % forfeited and available for future issuance. During the six months ended June 30, 2023, 49,263 shares were issued under the ESPP, including SIP shares. This reduced the number of shares reserved and available to grant under the ESPP to 527,207 shares available to grant as of June 30, 2023. Employee Shares and SIP Shares Prior to the IPO, the Company typically granted shares which vested over a four-year service period with 25 % of the award vesting on the first anniversary of the vesting commencement date, and the balance vesting periodically over the remaining three years. Post IPO, the Company typically grants SIP Shares under the SIP Plan. SIP Shares effectively vest in full on the third anniversary of the service commencement date. Unvested Employee Shares are forfeited upon the termination of employment or service relationship in accordance with the process set out in the Articles of the Company prior to IPO, and in accordance with the process set out in the Vesting Agreements post-IPO and 2020 Plan, or in the case of the SIP Plan, SIP shares in accordance with the rules of the SIP Plan. Before IPO, the forfeited shares were converted into deferred shares, with a repurchase right for a nominal amount in favor of the Company. As of December 31, 2020, the Company repurchased 1,509,384 deferred shares for consideration of £ 0.01 to each holder for all of the deferred shares held by that holder. As part of the Company’s reorganization, 109,058 outstanding deferred shares in existence immediately before the IPO were cancelled upon the IPO, and a single deferred share with a nominal value of £ 92,451.851 in the capital of the Company was created. As of June 30, 2023, the Company had one deferred share which could be repurchased by the Company at any time for nil consideration. SIP shares forfeited under the rules of the SIP Plan are made available under the ESPP for future issuances. In accordance with the relevant Vesting Agreements, in 2022 we cancelled 6,036 shares that were held by employees who left employment with the Company since the IPO. The Company measures all share-based awards using the fair value on the date of grant and recognizes compensation expense for those awards over the requisite service period, which is generally the vesting period of the respective award. The Company has granted Employee Shares to employees and non-employees with service-based conditions and SIP Shares to employees with service-based conditions, and in both cases records expense for these awards using the straight-line method. A summary of the changes in the Company’s unvested ordinary shares from December 31, 2022 through June 30, 2023 are as follows: Number of Weighted unvested average ordinary grant date shares fair value Unvested ordinary shares as of December 31, 2022 1,294,803 $ 4.89 Granted 42,779 1.12 Vested ( 336,490 ) 2.99 Forfeited ( 19,222 ) 2.77 Unvested ordinary shares as of June 30, 2023 981,870 $ 5.35 As of June 30, 2023, there was $ 4.2 million of unrecognized compensation cost related to unvested Employee Shares outstanding, which is expected to be recognized over a weighted-average period of 1.4 years. Share Options The following table summarizes the Company’s share options activity for the six months ended June 30, 2023: Number Weighted Weighted Aggregate Outstanding as of December 31, 2022 2,993,641 $ 6.18 8.51 $ 150 Granted 2,388,128 $ 1.15 Exercised Forfeited ( 145,917 ) $ 5.71 Outstanding as of June 30, 2023 5,235,852 $ 4.06 8.75 $ 247 Exercisable as of June 30, 2023 1,227,003 $ 7.70 7.53 Unvested as of June 30, 2023 4,008,849 $ 2.95 9.13 $ 247 The weighted average grant-date fair value of share options granted during the three and six months ended June 30, 2023 was $ 0.81 per share and $ 0.80 per share, respectively. As of June 30, 2023, there was $ 6.2 million of unrecognized compensation cost related to share options outstanding, which is expected to be recognized over a weighted-average period of 2.6 years. Share Option Valuation The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the share options granted to employees during the three and six months ended June 30, 2023 and 2022, respectively, were as follows: Three Months Ended June 30, June 30, 2023 2022 Expected term (in years) 5.56 5.96 Expected volatility 75.11 % 69.26 % Expected dividend yield 0.00 % 0.00 % Risk free interest rate 3.90 % 2.75 % Fair value of underlying ordinary shares $ 0.96 $ 2.51 Six Months Ended June 30, June 30, 2023 2022 Expected term (in years) 6.02 6.07 Expected volatility 72.76 % 69.30 % Expected dividend yield 0.00 % 0.00 % Risk free interest rate 3.51 % 1.73 % Fair value of underlying ordinary shares $ 1.19 $ 3.26 Share-based Compensation Expense Share-based compensation expense recorded is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Research and development $ 934 $ 918 $ 1,819 $ 1,957 General and administrative 767 806 1,534 1,726 $ 1,701 $ 1,724 $ 3,353 $ 3,683 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Leases | 9. Leases As of June 30, 2023, the Company had ten operating leases of real property for office and laboratory use, for which the Company recorded right-of-use assets and lease liabilities as of the ASU 2016-02 effective date or lease commencement date, if later. In addition, three of the Company’s leases met the short-term exception, having lease terms of 12 months or less, and are therefore not recorded on the Company’s balance sheet. The Company’s leases do not include purchase options. Where the Company’s leases contain options to extend the lease term, the extended lease term is only included in the measurement of the lease when it is reasonably certain to remain in the lease beyond the non-cancelable term. The Company’s leases contain variable lease costs, which pertain to common area maintenance and other operating charges, that are expensed as incurred. Summary of lease costs recognized under ASU 2016-02 The following table contains a summary of the lease costs recognized under ASU 2016-02 and other information pertaining to the Company’s operating leases for the three and six months ended June 30, 2023 and 2022: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Lease cost Operating lease cost $ 1,170 $ 1,144 $ 2,309 $ 2,343 Variable lease cost 1,340 1,170 2,676 2,313 Short-term lease cost 109 76 182 151 $ 2,619 $ 2,390 $ 5,167 $ 4,807 Other information: Cash paid for amounts included in the measurement of lease liabilities: $ 2,570 $ 2,501 Right of use assets obtained in exchange for new operating lease liabilities $ 2,090 $ 1,479 Weighted average remaining lease term (in years) 1.89 2.6 Weighted average discount rate 6.01 % 4.71 % Pursuant to the terms of the Company’s non-cancelable lease agreements in effect at June 30, 2023, the following table summarizes the Company’s maturities of operating lease liabilities as of June 30, 2023: June 30, 2023 Operating lease liabilities payment 2023 $ 2,512 2024 4,766 2025 1,856 Total lease payments $ 9,134 Less: imputed interest ( 506 ) Present value of lease liability $ 8,628 |
License Agreements
License Agreements | 6 Months Ended |
Jun. 30, 2023 | |
License Agreements [Abstract] | |
License Agreements | 10. License agreements CRT license In May 2016, the Company entered into a License Agreement, or the License Agreement, with Cancer Research Technology Limited, or CRT, pursuant to which the Company obtained access rights to intellectual property and know-how from the TRACERx Study. Under the License Agreement, the Company is granted an exclusive, sublicensable license to the TRACERx patents and bioinformatic data for use in: (i) the therapeutic field of neoantigen cell therapies and adoptive cell transfer; and (ii) the neoantigen diagnostic field, for use in research and the potential development of products for commercialization. The Company is further granted, during the vaccine option period, an exclusive license to the TRACERx patents and the bioinformatic data in the private neoantigen therapeutic vaccine field for research and development but not in the development of products for commercial sale, and a non-exclusive license to the same in the public neoantigen therapeutic vaccine field. The Company also obtained a non-exclusive license to the TRACERx bioinformatic pipeline, patient sequencing and medical data, know-how, and materials. CRT additionally granted the Company certain rights to new patent applications filed by the Founding Institutions in respect of inventions resulting from the TRACERx study through February 2023, including automatic exclusive licenses to patent rights relating to non-severable improvements of technology covered by the original TRACERx patents and non-exclusive rights to severable improvements. In July 2017, the Company obtained a non-exclusive license to the LOHHLA patent under the License Agreement. In October 2018, the Company obtained an exclusive license to the LOHHLA patent under an addendum to the License Agreement. Under the License Agreement, the Company holds an option to exploit products in the therapeutic vaccine field (the “Vaccine Option”). In March 2021, the Company extended the Vaccine Option from May 2021 to May 2023 with a payment of less than £ 0.1 million or $ 0.1 million. On May 4, 2023, the Company exercised the Vaccine Option. No payment was due to CRT for the Company to exercise the Vaccine Option. Upon execution of the License Agreement the Company granted CRT 396,125 B ordinary shares and 67,793 C ordinary shares. The C ordinary shares granted to CRT were forfeited and transferred to the deferred shares during the year ended December 31, 2019, as the applicable performance conditions were not met. The B ordinary shares granted to CRT were converted into ordinary shares upon the IPO. The Company recorded $ 0.3 million of IP research and development expense in 2016. The Company is obligated to pay CRT milestone success payments up to an aggregate of £ 6.5 million for therapeutic products, and milestone success payments up to an aggregate £ 0.8 million for non-therapeutic products, as well as sub-single digit to low-single digit percentage royalty on net sales of products that utilize the licensed intellectual property, subject to certain customary reductions. The royalty obligations continue on a product-by-product and country-by-country basis until the later of: (i) the date there ceases to be a valid patent claim covering such product in the country in which it is sold; or (ii) with respect to contribution royalty products, ten years from the first commercial sale of the product, and with respect to a patent royalty product, five years from the first commercial sale of the product. On a product-by-product basis, the Company may also elect to provide other cash consideration at fair market value and forgo the milestone or royalty payment. Unless terminated earlier, the term of the agreement continues until the later of the expiration of the royalty term in each country and such time as no further milestone payments are due, and upon such termination, the licenses granted shall become fully-paid, royalty-free, irrevocable, and perpetual. The Company has the right to terminate the license agreement for convenience in its entirety upon 90 days’ notice. Each party may terminate the agreement if the other party is in material breach subject to a 90 day remedy period. The Company has the right to acquire ownership of the TRACERx patents upon either: (i) the occurrence of a royalty product for use in the therapeutic field; (ii) CRT shareholders cease to hold any ordinary shares in the Company; (iii) the Company undergoes an initial public offering; or (iv) the Company is acquired by a third party for more than £ 25.0 million. Upon the IPO, the Company gave notice to CRT to exercise the option to acquire the TRACERx patents with no consideration in accordance with the terms of the License Agreement. The acquisition was not finalized as of June 30, 2023. Less than $ 0.1 million of expenses were recorded for the three and six months ended June 30, 2023 and 2022, respectively, related to the CRT License Agreement. |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 11. Net loss per share Basic and diluted net loss per share attributable to ordinary shareholders was calculated as follows (in thousands, except share and per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Numerator Net loss $( 16,846 ) $( 17,289 ) $( 34,352 ) $( 34,644 ) Net loss attributable to ordinary shareholders—basic and diluted $( 16,846 ) $( 17,289 ) $( 34,352 ) $( 34,644 ) Denominator Weighted-average number of ordinary shares used in net loss 39,899,944 39,104,375 39,816,528 38,998,686 Net loss per share—basic and diluted $( 0.42 ) $( 0.44 ) $( 0.86 ) $( 0.89 ) The Company’s potentially dilutive securities, which include warrants to purchase ordinary shares, unvested Employee Shares and Convertible Preferred Shares, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of ordinary shares outstanding used to calculate both basic and diluted net loss per share attributable to ordinary shareholders is the same. The Company excluded the following potential ordinary shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to ordinary shareholders for the three and six months ended June 30, 2023 and 2022, respectively because including them would have had an anti-dilutive effect: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2022 2022 Unvested ordinary shares 981,870 1,586,828 981,870 1,586,828 Share options 5,235,852 2,816,291 5,235,852 2,816,291 Total 6,217,722 4,403,119 6,217,722 4,403,119 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and contingencies Commitment with suppliers The Company entered into several agreements with vendors that contain non-cancellable software arrangements and minimum purchase commitments for laboratory materials and consumables for the purpose of research and development activities as well as clinical development. The unused purchase commitment as of June 30, 2023 and December 31, 2022 was $ 2.7 million and $ 3.8 million, respectively. Legal proceedings From time to time, the Company may be a party to litigation or subject to claims incident to the ordinary course of business. The Company was not a party to any litigation and did not have contingency reserves established for any liabilities as of June 30, 2023 and December 31, 2022. Indemnification agreements In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnification. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future. To date, the Company has not paid any claims or been required to defend any action related to its indemnification obligations. However, the Company may record charges in the future as a result of these indemnification obligations. In accordance with the indemnification agreements entered into with relevant individuals in accordance with the Company’s Articles of Association, the Company has indemnification obligations to its directors, officers and members of senior management for certain events or occurrences, subject to certain limits, while they are serving at the Company’s request in such capacity. There have been no claims to date, and the Company has director and officer insurance that may enable it to recover a portion of any amounts paid for future potential claims. |
Employee Benefit Plans
Employee Benefit Plans | 6 Months Ended |
Jun. 30, 2023 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | 13. Employee benefit plans In the United Kingdom, the Company makes contributions to private defined contribution pension schemes on behalf of its employees. The contributions to this scheme are expensed to the statement of operations as they fall due. The Company paid $ 0.6 million and $ 1.3 million in contributions in the three and six months ended June 30, 2023, respectively. The Company paid $ 0.6 million and $ 1.2 million in contributions in the three and six months ended June 30, 2022, respectively. In the United States, the Company established a defined contribution savings plan under Section 401(k) of the Internal Revenue Code. This plan covers substantially all U.S. employees who meet minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis. The Company paid less than $ 0.1 million in contributions in the three and six months ended June 30, 2023 and 2022, respectively. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | 14.Subsequent events The Company has completed an evaluation of all subsequent events through August 4, 2023, the date on which the financial statements were issued, to ensure that these financial statements include appropriate disclosure of events both recognized in these financial statements as of June 30, 2023, and events which occurred subsequently but were not recognized in these financial statements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Going Concern | Going concern The Company has historically been loss making and anticipates that it will continue to incur losses for the foreseeable future and had an accumulated deficit of $ 224.6 million as of June 30, 2023. The Company has funded these losses principally through the issuance of ordinary and preferred shares. The Company expects to continue to incur operating losses and negative cash outflows until such time as it generates a level of revenue that is sufficient to support its cost structure. The Company continues to assess the impact the COVID-19 pandemic may have on its ability to advance the development of drug candidates or to raise financing to support the development of drug candidates, although the Company cannot estimate its future impact or that of similar public health crises. Further, disruption of global financial markets and a recession or market correction, including as a result of the COVID-19 pandemic, the ongoing military conflict between Russia and Ukraine and the related sanctions imposed against Russia, and other global macroeconomic factors such as inflation, increases in commodity prices, energy and fuel prices, credit and capital markets instability and supply chain interruptions could reduce our ability to access capital, which could, in the future, negatively affect our business and the value of our common shares. As of June 30, 2023, the Company had cash and cash equivalents of $ 143.7 million. The Directors have reviewed the financial projections of the Company for the 12 months subsequent to the date of issuance of these financial statements including consideration of severe but plausible scenarios that may affect the Company in that period. These show that the Company will be able to pay (or otherwise discharge) its debts as they fall due immediately following the date of signing of this Balance Sheet and for the period considered by the forecast. Accordingly, the financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the realization of assets and settlement of liabilities and commitments as they fall due in the ordinary course of business for at least 12 months from the date of issuance of the financial statements. |
Basis of Presentation | Basis of presentation The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America or U.S. GAAP. The unaudited condensed consolidated interim financial statements have been prepared on the same basis as the audited annual consolidated financial statements as of and for the year ended December 31, 2022, and, in the opinion of management, reflect all adjustments, consisting of normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of June 30, 2023, the results of its operations and comprehensive loss for the three and six months ended June 30, 2023, its statements of shareholders’ equity for the three and six months ended June 30, 2023 and 2022 and its statements of cash flows for the six months ended June 30, 2023 and 2022. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted from these interim financial statements. However, these interim financial statements include all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary to fairly state the results of the interim period. The results for the three and six months ended June 30, 2023 are not necessarily indicative of the results to be expected for the year ended December 31, 2023, any other interim periods, or any future year or period. The balance sheet information as of December 31, 2022, was derived from the audited financial statements included in the Company's Form 20-F filed with the SEC on March 7, 2023. These interim financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2022, and the notes thereto, which are included elsewhere in the Company’s Form 20-F filed with the SEC on March 7, 2023. |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Summary of Assets Measured at Fair Value on Recurring Basis | The following tables show assets measured at fair value on a recurring basis as of June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 Level 1 Level 2 Level 3 Cash equivalents: Money market funds $ 91,391 $ — $ — Total $ 91,391 $ — $ — December 31, 2022 Level 1 Level 2 Level 3 Cash equivalents: Money market funds $ 51,901 $ — $ — Total $ 51,901 $ — $ — |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Summary of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following (in thousands): June 30, December 31, 2023 2022 U.K. R&D tax credit $ 22,403 $ 15,232 Prepaid research and development 3,109 3,473 Prepaid insurance 1,835 1,151 VAT recoverable 627 771 Other current assets 3,525 2,615 $ 31,499 $ 23,242 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment, net consisted of the following (in thousands): June 30, December 31, 2023 2022 Lab equipment $ 9,454 $ 8,707 Leasehold improvements 9,311 8,929 Office equipment and computers 1,717 1,577 Fixtures and fittings 1,078 1,040 21,560 20,253 Less: Accumulated depreciation ( 10,611 ) ( 7,854 ) $ 10,949 $ 12,399 |
Accrued Expenses and Other Li_2
Accrued Expenses and Other Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Liabilities | Accrued expenses and other liabilities consisted of the following (in thousands): June 30, December 31, 2023 2022 Compensation and benefits $ 2,401 $ 2,972 External research and development expenses 2,853 2,188 Facility costs 729 910 Professional services 577 795 Property and equipment 106 217 Other liabilities 903 1,210 $ 7,569 $ 8,292 |
Shareholders_ Equity (Tables)
Shareholders’ Equity (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Summary of Ordinary Shares Issued and Outstanding | As of June 30, 2023 and December 31, 2022, the Company had the following number of ordinary shares with a par value £ 0.001 (equivalent to $ 0.001 ) issued and outstanding: June 30, December 31, 2023 2022 Ordinary shares 39,329,872 39,316,360 Class A non-voting ordinary shares 1,616,367 1,616,367 Deferred Shares 1 1 Total ordinary and deferred shares 40,946,240 40,932,728 |
Share-based compensation (Table
Share-based compensation (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Changes in Unvested Ordinary Shares | A summary of the changes in the Company’s unvested ordinary shares from December 31, 2022 through June 30, 2023 are as follows: Number of Weighted unvested average ordinary grant date shares fair value Unvested ordinary shares as of December 31, 2022 1,294,803 $ 4.89 Granted 42,779 1.12 Vested ( 336,490 ) 2.99 Forfeited ( 19,222 ) 2.77 Unvested ordinary shares as of June 30, 2023 981,870 $ 5.35 |
Summary of Share Options Activity | The following table summarizes the Company’s share options activity for the six months ended June 30, 2023: Number Weighted Weighted Aggregate Outstanding as of December 31, 2022 2,993,641 $ 6.18 8.51 $ 150 Granted 2,388,128 $ 1.15 Exercised Forfeited ( 145,917 ) $ 5.71 Outstanding as of June 30, 2023 5,235,852 $ 4.06 8.75 $ 247 Exercisable as of June 30, 2023 1,227,003 $ 7.70 7.53 Unvested as of June 30, 2023 4,008,849 $ 2.95 9.13 $ 247 |
Summary of Weighted-Average Assumptions Used in Black-Scholes Option Pricing Model | The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the share options granted to employees during the three and six months ended June 30, 2023 and 2022, respectively, were as follows: Three Months Ended June 30, June 30, 2023 2022 Expected term (in years) 5.56 5.96 Expected volatility 75.11 % 69.26 % Expected dividend yield 0.00 % 0.00 % Risk free interest rate 3.90 % 2.75 % Fair value of underlying ordinary shares $ 0.96 $ 2.51 Six Months Ended June 30, June 30, 2023 2022 Expected term (in years) 6.02 6.07 Expected volatility 72.76 % 69.30 % Expected dividend yield 0.00 % 0.00 % Risk free interest rate 3.51 % 1.73 % Fair value of underlying ordinary shares $ 1.19 $ 3.26 |
Summary of Share-based Compensation Expense | Share-based compensation expense recorded is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Research and development $ 934 $ 918 $ 1,819 $ 1,957 General and administrative 767 806 1,534 1,726 $ 1,701 $ 1,724 $ 3,353 $ 3,683 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Summary of Lease Costs Recognized and Other Information Pertaining to Operating Leases | The following table contains a summary of the lease costs recognized under ASU 2016-02 and other information pertaining to the Company’s operating leases for the three and six months ended June 30, 2023 and 2022: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Lease cost Operating lease cost $ 1,170 $ 1,144 $ 2,309 $ 2,343 Variable lease cost 1,340 1,170 2,676 2,313 Short-term lease cost 109 76 182 151 $ 2,619 $ 2,390 $ 5,167 $ 4,807 Other information: Cash paid for amounts included in the measurement of lease liabilities: $ 2,570 $ 2,501 Right of use assets obtained in exchange for new operating lease liabilities $ 2,090 $ 1,479 Weighted average remaining lease term (in years) 1.89 2.6 Weighted average discount rate 6.01 % 4.71 % |
Summary of Maturities of Operating Lease Liabilities | Pursuant to the terms of the Company’s non-cancelable lease agreements in effect at June 30, 2023, the following table summarizes the Company’s maturities of operating lease liabilities as of June 30, 2023: June 30, 2023 Operating lease liabilities payment 2023 $ 2,512 2024 4,766 2025 1,856 Total lease payments $ 9,134 Less: imputed interest ( 506 ) Present value of lease liability $ 8,628 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted Net Loss Per Share Attributable to Ordinary Shareholders | Basic and diluted net loss per share attributable to ordinary shareholders was calculated as follows (in thousands, except share and per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Numerator Net loss $( 16,846 ) $( 17,289 ) $( 34,352 ) $( 34,644 ) Net loss attributable to ordinary shareholders—basic and diluted $( 16,846 ) $( 17,289 ) $( 34,352 ) $( 34,644 ) Denominator Weighted-average number of ordinary shares used in net loss 39,899,944 39,104,375 39,816,528 38,998,686 Net loss per share—basic and diluted $( 0.42 ) $( 0.44 ) $( 0.86 ) $( 0.89 ) |
Summary of Antidilutive Securities Excluded from Computation of Earnings Per Share | The Company excluded the following potential ordinary shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to ordinary shareholders for the three and six months ended June 30, 2023 and 2022, respectively because including them would have had an anti-dilutive effect: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2022 2022 Unvested ordinary shares 981,870 1,586,828 981,870 1,586,828 Share options 5,235,852 2,816,291 5,235,852 2,816,291 Total 6,217,722 4,403,119 6,217,722 4,403,119 |
Nature of the Business - Additi
Nature of the Business - Additional Information (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 | Jun. 30, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Accumulated Deficit | $ 224,639 | $ 190,287 | |
Cash and cash equivalents | $ 143,711 | $ 173,338 | $ 201,595 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Summary of Assets Measured at Fair Value on Recurring Basis (Details) - Level 1 - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Cash equivalents | $ 91,391 | $ 51,901 |
Money Market Funds | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Cash equivalents | $ 91,391 | $ 51,901 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Additional Information (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Recurring Basis | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Liabilities measured at fair value on recurring basis | $ 0 | $ 0 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets - Summary of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Prepaid Expense and Other Assets, Current [Abstract] | ||
U.K. R&D tax credit | $ 22,403 | $ 15,232 |
Prepaid research and development | 3,109 | 3,473 |
Prepaid insurance | 1,835 | 1,151 |
VAT recoverable | 627 | 771 |
Other current assets | 3,525 | 2,615 |
Total | $ 31,499 | $ 23,242 |
Property and Equipment, Net - S
Property and Equipment, Net - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, Gross | $ 21,560 | $ 20,253 |
Less: Accumulated depreciation | (10,611) | (7,854) |
Property and equipment, net | 10,949 | 12,399 |
Lab Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Gross | 9,454 | 8,707 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Gross | 9,311 | 8,929 |
Office Equipment and Computers | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Gross | 1,717 | 1,577 |
Fixture and Fittings | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Gross | $ 1,078 | $ 1,040 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | |||||
Depreciation expense | $ 1,300 | $ 900 | $ 2,400 | $ 2,000 | |
Impairment loss | $ 16 | $ 482 | |||
Fexible GMP modular facility [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Impairment loss | $ 6,700 |
Accrued Expenses and Other Li_3
Accrued Expenses and Other Liabilities - Schedule of Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Compensation and benefits | $ 2,401 | $ 2,972 |
External research and development expenses | 2,853 | 2,188 |
Facility costs | 729 | 910 |
Professional services | 577 | 795 |
Property and equipment | 106 | 217 |
Other liabilities | 903 | 1,210 |
Accrued expenses and other liabilities | $ 7,569 | $ 8,292 |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Details) | Apr. 06, 2021 £ / shares | Jun. 30, 2023 £ / shares shares | Jun. 30, 2023 $ / shares shares | Mar. 31, 2023 $ / shares | Dec. 31, 2022 £ / shares | Dec. 31, 2022 $ / shares | Jun. 30, 2022 $ / shares | Mar. 31, 2022 $ / shares |
Class Of Stock [Line Items] | ||||||||
Ordinary shares, par value | (per share) | £ 0.001 | $ 0.001 | $ 0.001 | £ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |
Deferred Shares | ||||||||
Class Of Stock [Line Items] | ||||||||
Deferred shares nominal value per share | £ / shares | £ 92,451.85 | |||||||
Deferred shares repurchase | shares | 1 | 1 |
Shareholders' Equity - Summary
Shareholders' Equity - Summary of Ordinary Shares Issued and Outstanding (Details) - shares | Jun. 30, 2023 | Dec. 31, 2022 |
Class Of Stock [Line Items] | ||
Ordinary shares, shares issued | 40,946,239 | 40,932,727 |
Ordinary shares, shares outstanding | 40,946,239 | 40,932,727 |
Ordinary Shares | ||
Class Of Stock [Line Items] | ||
Ordinary shares, shares issued | 39,329,872 | 39,316,360 |
Ordinary shares, shares outstanding | 39,329,872 | 39,316,360 |
Ordinary and Deferred Shares | ||
Class Of Stock [Line Items] | ||
Ordinary shares, shares issued | 40,946,240 | 40,932,728 |
Ordinary shares, shares outstanding | 40,946,240 | 40,932,728 |
Class A Non Voting Ordinary Share | ||
Class Of Stock [Line Items] | ||
Ordinary shares, shares issued | 1,616,367 | 1,616,367 |
Ordinary shares, shares outstanding | 1,616,367 | 1,616,367 |
Deferred Shares | ||
Class Of Stock [Line Items] | ||
Ordinary shares, shares issued | 1 | 1 |
Ordinary shares, shares outstanding | 1 | 1 |
Share-based Compensation - Addi
Share-based Compensation - Additional Information (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Jun. 30, 2023 USD ($) $ / shares shares | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) $ / shares shares | Jun. 30, 2022 USD ($) | Dec. 31, 2022 shares | Dec. 31, 2021 shares | Dec. 31, 2020 £ / shares shares | Mar. 31, 2021 shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Compensation expense | $ | $ 1,701 | $ 1,724 | $ 3,353 | $ 3,683 | ||||
Vesting period | 4 years | |||||||
Price per share | £ / shares | £ 92,451.851 | |||||||
Shares cancelled | 145,917 | |||||||
Unrecognized compensation costs related to unvested employee shares outstanding | $ | $ 4,200 | $ 4,200 | ||||||
Weighted-average period | 1 year 4 months 24 days | |||||||
Weighted average grant-date fair value of share options granted | $ / shares | $ 0.81 | $ 0.8 | ||||||
Unrecognized compensation cost related to share options outstanding | $ | $ 6,200 | $ 6,200 | ||||||
Share Options | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Weighted-average period | 2 years 7 months 6 days | |||||||
Deferred Shares | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Deferred share repurchased | 1 | 1,509,384 | ||||||
Stock repurchase price per share | £ / shares | £ 0.01 | |||||||
Number of outstanding shares cancelled | 109,058 | |||||||
Price per share | $ / shares | $ 0 | $ 0 | ||||||
Vesting on First Anniversary | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Vesting percentage | 25% | |||||||
2021 Share Omnibus Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Ordinary shares reserved for future issuance | 2,572,558 | |||||||
Increase of reserved shares, percent of common stock outstanding | 4% | |||||||
Ordinary shares issued | 5,834,006 | |||||||
Shares available for future grant | 962,436 | 962,436 | ||||||
2021 Employee Share Purchase Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Increase of reserved shares, percent of common stock outstanding | 1% | |||||||
Shares available for future grant | 467,738 | |||||||
Ordinary shares authorized for issuance | 877,065 | 877,065 | 467,738 | |||||
Percentage of fair market value of ADSs on offering date or exercise date at which employees have opportunity to purchase ordinary shares or ADSs. | 85% | |||||||
Compensation expense | $ | $ 100 | $ 100 | $ 100 | $ 100 | ||||
2021 Share Incentive Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Employee share purchase plan terms | There is no minimum service condition on the Partnership Shares, and the participants can sell/transfer the shares after their acquisition from the market. There is a minimum service condition for the Free and Matching Shares that requires the participants to provide continuing service for at least 36 months from the date of grant. If the participants are no longer with the Company or its subsidiaries before the completion of 36 months' service (with the relevant date determined as the last day of employment), the Free and Matching Shares generally will be 100% forfeited and available for future issuance. | |||||||
Percentage of shares forfeited and available for future issuance if minimum service conditions are not fulfilled | 100% | |||||||
SIP shares issued under ESPP, including SIP shares | 49,263 | |||||||
Employee stock purchase program, number of shares reserved and available to grant | 527,207 | |||||||
Shares cancelled | 6,036 |
Share-based Compensation - Summ
Share-based Compensation - Summary of Changes in Unvested Ordinary Shares (Details) | 6 Months Ended |
Jun. 30, 2023 $ / shares shares | |
Share-Based Payment Arrangement [Abstract] | |
Beginning balance | shares | 1,294,803 |
Number of unvested ordinary shares, Granted | shares | 42,779 |
Number of unvested ordinary shares, Vested | shares | (336,490) |
Number of unvested ordinary shares, Forfeited | shares | (19,222) |
Ending balance | shares | 981,870 |
Beginning balance | $ / shares | $ 4.89 |
Weighted average grant date fair value, Granted | $ / shares | 1.12 |
Weighted average grant date fair value, Vested | $ / shares | 2.99 |
Weighted average grant date fair value, Forfeited | $ / shares | 2.77 |
Ending balance | $ / shares | $ 5.35 |
Share-based Compensation - Su_2
Share-based Compensation - Summary of Share Options Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Additional Disclosures [Abstract] | ||
Number of Options, Beginning Balance | 2,993,641 | |
Number of Options, Granted | 2,388,128 | |
Number of Options, Forfeited | (145,917) | |
Number of Options, Ending Balance | 5,235,852 | 2,993,641 |
Number of Options, Exercisable | 1,227,003 | |
Number of Options, Unvested | 4,008,849 | |
Weighted Average Exercise Price, Beginning Balance | $ 6.18 | |
Weighted Average Exercise Price, Granted | 1.15 | |
Weighted Average Exercise Price, Forfeited | 5.71 | |
Weighted Average Exercise Price, Ending Balance | 4.06 | $ 6.18 |
Weighted Average Exercise Price, Exercisable | 7.70 | |
Weighted Average Exercise Price, Unvested | $ 2.95 | |
Weighted Average Remaining Contractual Term | 8 years 9 months | 8 years 6 months 3 days |
Weighted Average Remaining Contractual Term, Exercisable | 7 years 6 months 10 days | |
Weighted Average Remaining Contractual Term, Unvested | 9 years 1 month 17 days | |
Aggregate Intrinsic Value, Beginning Balance | $ 150 | |
Aggregate Intrinsic Value, Ending Balance | 247 | $ 150 |
Aggregate Intrinsic Value, Unvested | $ 247 |
Share-based Compensation - Su_3
Share-based Compensation - Summary of Weighted-Average Assumptions Used in Black-Scholes Option Pricing Model (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||||
Expected term (in years) | 5 years 6 months 21 days | 5 years 11 months 15 days | 6 years 7 days | 6 years 25 days |
Expected volatility | 75.11% | 69.26% | 72.76% | 69.30% |
Expected dividend yield | 0% | 0% | 0% | 0% |
Risk free interest rate | 3.90% | 2.75% | 3.51% | 1.73% |
Fair value of underlying ordinary shares | $ 0.96 | $ 2.51 | $ 1.19 | $ 3.26 |
Share-based Compensation - Shar
Share-based Compensation - Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 1,701 | $ 1,724 | $ 3,353 | $ 3,683 |
Research and Development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 934 | 918 | 1,819 | 1,957 |
General and Administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 767 | $ 806 | $ 1,534 | $ 1,726 |
Leases - Additional Information
Leases - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2023 Lease | |
Lease Disclosure [Line Items] | |
Number of operating leases | 10 |
Leases - Summary of Lease Costs
Leases - Summary of Lease Costs Recognized and Other Information Pertaining to Operating Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Lease cost | ||||
Right of use assets obtained in exchange for new operating lease liabilities | $ 2,090 | $ 1,479 | ||
ASU 2016-02 | ||||
Lease cost | ||||
Operating lease cost | $ 1,170 | $ 1,144 | 2,309 | 2,343 |
Variable lease cost | 1,340 | 1,170 | 2,676 | 2,313 |
Short-term lease cost | 109 | 76 | 182 | 151 |
Total lease cost | $ 2,619 | $ 2,390 | 5,167 | 4,807 |
Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating leases | 2,570 | 2,501 | ||
Right of use assets obtained in exchange for new operating lease liabilities | $ 2,090 | $ 1,479 | ||
Weighted average remaining lease term (in years) | 1 year 10 months 20 days | 2 years 7 months 6 days | 1 year 10 months 20 days | 2 years 7 months 6 days |
Weighted average discount rate | 6.01% | 4.71% | 6.01% | 4.71% |
Leases - Summary of Maturities
Leases - Summary of Maturities of Operating Lease Liabilities (Details) $ in Thousands | Jun. 30, 2023 USD ($) |
Leases [Abstract] | |
2023 | $ 2,512 |
2024 | 4,766 |
2025 | 1,856 |
Total lease payments | 9,134 |
Less: imputed interest | (506) |
Present value of lease liability | $ 8,628 |
License Agreements - Additional
License Agreements - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Mar. 31, 2021 USD ($) | Mar. 31, 2021 GBP (£) | Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2023 GBP (£) | Jun. 30, 2022 USD ($) | Dec. 31, 2019 shares | Dec. 31, 2016 USD ($) | |
License Agreements [Line Items] | |||||||||
IP research and development expense | $ | $ 13,774,000 | $ 14,776,000 | $ 27,642,000 | $ 27,790,000 | |||||
Minimum | TRACERx Patents | |||||||||
License Agreements [Line Items] | |||||||||
Acquisition price | £ | £ 25,000,000 | ||||||||
CRT License | |||||||||
License Agreements [Line Items] | |||||||||
IP research and development expense | $ | $ 300,000 | ||||||||
Contribution period of royalty products | 10 years | 10 years | |||||||
Patent period of royalty products | 5 years | 5 years | |||||||
CRT License | B Ordinary Shares | |||||||||
License Agreements [Line Items] | |||||||||
Shares granted | shares | 396,125 | ||||||||
CRT License | C Ordinary Shares | |||||||||
License Agreements [Line Items] | |||||||||
Shares granted | shares | 67,793 | ||||||||
CRT License | Therapeutics Products | |||||||||
License Agreements [Line Items] | |||||||||
Aggregate milestone payments | £ | £ 6,500,000 | ||||||||
CRT License | Non Therapeutics Products | |||||||||
License Agreements [Line Items] | |||||||||
Aggregate milestone payments | £ | £ 800,000 | ||||||||
CRT License | Maximum | |||||||||
License Agreements [Line Items] | |||||||||
Payment for vaccine option | $ 100,000 | £ 100,000 | |||||||
Expenses related to license agreement | $ | $ 100,000 | $ 100,000 | $ 100,000 | $ 100,000 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Basic and Diluted Net Loss Per Share Attributable to Ordinary Shareholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Earnings Per Share [Abstract] | ||||||
Net loss | $ (16,846) | $ (17,506) | $ (17,289) | $ (17,355) | $ (34,352) | $ (34,644) |
Net loss attributable to ordinary shareholders—basic and diluted | $ (16,846) | $ (17,289) | $ (34,352) | $ (34,644) | ||
Weighted-average number of ordinary shares used in net loss per share - basic | 39,899,944 | 39,104,375 | 39,816,528 | 38,998,686 | ||
Weighted-average number of ordinary shares used in net loss per share - diluted | 39,899,944 | 39,104,375 | 39,816,528 | 38,998,686 | ||
Net loss per share-basic | $ (0.42) | $ (0.44) | $ (0.86) | $ (0.89) | ||
Net loss per share-diluted | $ (0.42) | $ (0.44) | $ (0.86) | $ (0.89) |
Net Loss Per Share - Summary _2
Net Loss Per Share - Summary of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 6,217,722 | 4,403,119 | 6,217,722 | 4,403,119 |
Unvested Ordinary Shares | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 981,870 | 1,586,828 | 981,870 | 1,586,828 |
Share Options | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 5,235,852 | 2,816,291 | 5,235,852 | 2,816,291 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Other Commitments [Line Items] | ||
Unused purchase commitment | $ 2.7 | $ 3.8 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
United Kingdom | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Contributions paid | $ 600,000 | $ 600,000 | $ 1,300,000 | $ 1,200,000 |
United States | Maximum | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Contributions paid | $ 100,000 | $ 100,000 | $ 100,000 | $ 100,000 |