Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2023 | May 08, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-40947 | |
Entity Registrant Name | LianBio | |
Entity Incorporation, State or Country Code | E9 | |
Entity Tax Identification Number | 98-1594670 | |
Entity Address, Address Line One | 103 Carnegie Center Drive | |
Entity Address, Address Line Two | Suite 309 | |
Entity Address, City or Town | Princeton | |
Entity Address, State or Province | NJ | |
Entity Address, Postal Zip Code | 08540 | |
City Area Code | 609 | |
Local Phone Number | 486-2308 | |
Title of 12(b) Security | American Depositary Shares, each representing 1 ordinary share, par value $0.000017100448 per share | |
Trading Symbol | LIAN | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 107,164,175 | |
Entity Central Index Key | 0001831283 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 102,334 | $ 79,221 |
Marketable securities | 184,203 | 223,142 |
Prepaid expenses and other current assets | 8,500 | 8,640 |
Other receivable | 1,013 | 1,770 |
Total current assets | 296,050 | 312,773 |
Restricted cash, non-current | 73 | 73 |
Property and equipment, net | 2,836 | 3,116 |
Operating lease right-of-use assets | 3,604 | 3,978 |
Other non-current assets | 20 | 20 |
Total assets | 302,583 | 319,960 |
Current liabilities: | ||
Accounts payable | 5,431 | 1,453 |
Accrued expenses | 16,627 | 19,826 |
Current portion of operating lease liabilities | 1,906 | 1,851 |
Other current liabilities | 1,961 | 485 |
Total current liabilities | 25,925 | 23,615 |
Operating lease liabilities | 2,014 | 2,488 |
Other liabilities | 217 | 210 |
Total liabilities | 28,156 | 26,313 |
Commitments and contingencies (Note 8) | ||
Shareholders’ equity: | ||
Ordinary shares, $0.000017100448 par value. 2,923,900,005 shares authorized as of March 31, 2023; 107,164,175 shares issued and outstanding as of March 31, 2023; 2,923,900,005 shares authorized as of December 31, 2022; 107,043,924 shares issued and outstanding as of December 31, 2022 | 2 | 2 |
Additional paid-in capital | 736,752 | 732,476 |
Accumulated other comprehensive loss | (1,531) | (2,080) |
Accumulated deficit | (494,570) | (470,525) |
Total LianBio shareholders’ equity | 240,653 | 259,873 |
Non-controlling interest | 33,774 | 33,774 |
Total shareholders’ equity | 274,427 | 293,647 |
Total liabilities and shareholders’ equity | $ 302,583 | $ 319,960 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.000017100448 | $ 0.000017100448 |
Common stock, shares authorized (in shares) | 2,923,900,005 | 2,923,900,005 |
Common stock, shares issued (in shares) | 107,164,175 | 107,043,924 |
Common stock, shares outstanding (in shares) | 107,164,175 | 107,043,924 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Operating expenses: | ||
Research and development | $ 10,831 | $ 12,329 |
General and administrative | 15,138 | 16,088 |
Total operating expenses | 25,969 | 28,417 |
Loss from operations | (25,969) | (28,417) |
Other income (expense): | ||
Interest income, net | 2,406 | 280 |
Other (expense) income, net | (44) | 417 |
Net loss before income taxes | (23,607) | (27,720) |
Income taxes | 438 | 6 |
Net loss | (24,045) | (27,726) |
Other comprehensive income (loss): | ||
Foreign currency translation income (loss), net of tax | 104 | (393) |
Unrealized gain (loss) on marketable securities, net of tax | 445 | (823) |
Comprehensive loss | $ (23,496) | $ (28,942) |
Net loss per share attributable to ordinary shareholders, basic (in dollars per share) | $ (0.22) | $ (0.26) |
Net loss per share attributable to ordinary shareholders, diluted (in dollars per share) | $ (0.22) | $ (0.26) |
Weighted-average shares outstanding used in computing net loss per share attributable to ordinary shareholders, basic (in shares) | 107,162,025 | 107,275,458 |
Weighted-average shares outstanding used in computing net loss per share attributable to ordinary shareholders, diluted (in shares) | 107,162,025 | 107,275,458 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Total LianBio Shareholders’ Equity (Deficit) | Ordinary Shares | Additional Paid in Capital | Accumulated Other Comprehensive (Loss) Income | Accumulated Deficit | Non- Controlling Interest |
Beginning balance (in shares) at Dec. 31, 2021 | 107,275,458 | ||||||
Beginning balance at Dec. 31, 2021 | $ 387,336 | $ 353,562 | $ 2 | $ 713,269 | $ 526 | $ (360,235) | $ 33,774 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Share-based compensation expense | 4,669 | 4,669 | 4,669 | ||||
Receivable from related party | 1,710 | 1,710 | 1,710 | ||||
Net loss | (27,726) | (27,726) | (27,726) | ||||
Comprehensive income | (1,216) | (1,216) | (1,216) | ||||
Ending balance (in shares) at Mar. 31, 2022 | 107,275,458 | ||||||
Ending balance at Mar. 31, 2022 | $ 364,773 | 330,999 | $ 2 | 719,648 | (690) | (387,961) | 33,774 |
Beginning balance (in shares) at Dec. 31, 2022 | 107,043,924 | 107,043,924 | |||||
Beginning balance at Dec. 31, 2022 | $ 293,647 | 259,873 | $ 2 | 732,476 | (2,080) | (470,525) | 33,774 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Share-based compensation expense | 4,276 | 4,276 | 4,276 | ||||
Issuance of restricted stock units (in shares) | 120,251 | ||||||
Net loss | (24,045) | (24,045) | (24,045) | ||||
Comprehensive income | $ 549 | 549 | 549 | ||||
Ending balance (in shares) at Mar. 31, 2023 | 107,164,175 | 107,164,175 | |||||
Ending balance at Mar. 31, 2023 | $ 274,427 | $ 240,653 | $ 2 | $ 736,752 | $ (1,531) | $ (494,570) | $ 33,774 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Cash Flows [Abstract] | ||
Net loss | $ (24,045) | $ (27,726) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation expense | 324 | 271 |
Share based compensation expense | 4,276 | 4,669 |
Amortization of discounts on investments, net | (1,179) | (44) |
Unrealized foreign currency transaction gain, net | (66) | (294) |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | 159 | 1,460 |
Other receivable | 757 | 0 |
Related party receivable | 0 | (352) |
Accounts payable | 3,976 | 3,783 |
Accrued expenses | (3,282) | 4,739 |
Other current liabilities | 1,495 | 116 |
Operating lease assets and liabilities, net | (47) | 277 |
Net cash used in operating activities | (17,632) | (13,101) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (19) | (344) |
Purchase of marketable securities | (45,828) | (93,364) |
Sales and redemption of marketable securities | 86,391 | 18,375 |
Net cash provided by (used for) investing activities | 40,544 | (75,333) |
Effect of exchange rate changes on cash and cash equivalents | 201 | 109 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 23,113 | (88,325) |
Cash and cash equivalents, and restricted cash—beginning of period | 79,294 | 248,182 |
Cash and cash equivalents, and restricted cash—ending of period | 102,407 | 159,857 |
Cash and cash equivalents—end of period | 102,334 | 139,857 |
Restricted cash—end of period | 73 | 20,000 |
Cash and cash equivalents, and restricted cash—ending of period | 102,407 | 159,857 |
Supplemental disclosure of non-cash operating activities: | ||
Related party receivable | 0 | 1,710 |
Issuance costs in accounts payable and other accrued liabilities | 0 | 630 |
Purchase of property and equipment in accounts payable | $ 12 | $ 963 |
Nature of Business
Nature of Business | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business | Nature of Business LianBio (“LianBio” or the “Company”) is a clinical stage biopharmaceutical company dedicated to bringing innovative medicines to patients with unmet medical needs in Asia. The Company’s initial focus is to license assets for development and commercialization in Greater China and other Asian markets. The Company was incorporated in the Cayman Islands in July 2019 and maintains its Chinese headquarters in Shanghai, China. The Company conducts its corporate activities at its United States headquarters located in Princeton, New Jersey. On November 3, 2021, the Company completed its initial public offering (“IPO”) through an underwritten sale of 20,312,500 American Depositary Shares (“ADSs") representing 20,312,500 ordinary shares at a price of $16.00 per share. Following the close of the IPO, on December 1, 2021, the underwriters partially exercised their option to purchase additional shares and purchased an additional 593,616 ADSs at the IPO price of $16.00 per ADS. The Company received gross proceeds of $334.5 million in connection with the IPO and subsequent exercise of the underwriters’ option and aggregate net proceeds of $304.8 million after deducting underwriting discounts, commissions and other offering expenses. Concurrent with the IPO, all of the Company’s convertible preferred shares then-outstanding were automatically converted into an aggregate of 64,467,176 ordinary shares and were reclassified into permanent equity. Following the IPO, there were no preferred shares outstanding. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies (A) Basis of Presentation The Company’s consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates of the Financial Accounting Standards Board. The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, which include the People’s Republic of China (“PRC”) registered entities directly owned by the Company. All intercompany accounts and transactions have been eliminated in consolidation. The interim balance sheet as of March 31, 2023, and the interim consolidated statements of operations and comprehensive loss, changes in shareholders’ equity for the three months ended March 31, 2023 and 2022, and the cash flows for the three months ended March 31, 2023 and 2022 are unaudited. These unaudited interim financial statements have been prepared on the same basis as the Company’s annual financial statements and, in the opinion of management, reflect all adjustments, which consist of only normal recurring adjustments, necessary for the fair statement of the Company’s financial information. The financial data and other information disclosed in these notes related to the three month periods are also unaudited. The interim results for the three months ended March 31, 2023 are not necessarily indicative of results to be expected for the year ending December 31, 2023, any other interim periods or any future year or period. The accompanying financial statements should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K filed with the SEC on March 28, 2023. (B) Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported financial position at the date of the financial statements and the reported results of operations during the reporting period. Such estimates and assumptions affect the reported amounts of assets, liabilities, and expenses, and disclosure of contingent assets and liabilities in the consolidated financial statements and accompanying notes. The only material estimates in the accompanying financial statements are the fair value of warrants, share-based compensation, and share options. Actual results could differ from those used in evaluating these accounting estimates. (i) Concentration of Credit Risk and Other Risks and Uncertainties The Company’s operations have not been significantly impacted by the global novel coronavirus disease 2019 (“COVID-19”) pandemic. However, the Company cannot at this time predict the specific extent, duration, or full impact that the COVID-19 pandemic will have on its financial condition and operations, including planned clinical trials. The impact of the COVID-19 pandemic on the Company’s financial performance will depend on future developments, including the duration and spread of the pandemic and related governmental advisories and restrictions. These developments and the impact of the COVID-19 pandemic on the financial markets and the overall economy continue to be highly uncertain and cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, the Company’s results may be materially adversely affected. Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents in deposits at financial institutions that exceed federally insured limits. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to material credit risk due to the financial position of the banking institutions. The Company has no off-balance sheet risks, such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. The Company’s results of operations involve numerous risks and uncertainties. Factors that could affect the Company’s operating results and cause actual results to vary materially from expectations include, but are not limited to, uncertainty of results of clinical trials, uncertainty of regulatory approval of the Company’s potential product candidates, uncertainty of market acceptance of its product candidates, competition from substitute products and larger companies, securing and protecting proprietary technology, strategic relationships and dependence on key individuals and sole source suppliers. Each of the Company’s product candidates require approvals from the National Medical Products Administration (“NMPA”) in China and comparable foreign regulatory agencies prior to commercial sales in their respective jurisdictions. There can be no assurance that any product candidates will receive the necessary approvals. If the Company is denied approval, approval is delayed or the Company is unable to maintain approval for any product candidate, such events could have a materially adverse impact on the Company’s business. (ii) Liquidity The Company has incurred operating losses since inception and had an accumulated deficit of $494.6 million as of March 31, 2023. The Company’s cash and cash equivalents and marketable securities were $286.5 million as of March 31, 2023. The Company has financed its operations to date primarily through equity capital raises. The Company believes that existing capital resources, will be sufficient to meet projected operating requirements for at least 12 months from the date of issuance of the accompanying consolidated financial statements, though it expects to continue to incur operating losses and negative operating cash flows. The Company will be required to raise additional capital to fund future operations, however, no assurance can be given as to whether additional needed financing will be available on terms acceptable to the Company, if at all. If sufficient funds on acceptable terms are not available when needed, the Company may be required to curtail planned activities to preserve cash resources. These factors may adversely impact the Company’s ability to achieve its business objectives and would likely have an adverse effect on its future business prospects, or even its ability to remain a going concern. (C) Significant Accounting Policies Update The Company’s significant accounting policies are disclosed in Note 2, Significant Accounting Policies in the Annual Report on Form 10-K for the year ended December 31, 2022. There have been no material changes to the Company’s significant accounting policies during the three months ended March 31, 2023. (D) Recently Issued Accounting Pronouncements Not Yet Adopted The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards until such time as those standards apply to private companies. As an emerging growth company, the Company has elected to “opt out” of such extended transition period for the implementation of new or revised accounting standards and, as a result, the Company will comply with new or revised accounting standards on the same timeline as other public companies. The Company has evaluated recent accounting pronouncements and believes that there are none that will have a material impact on its financial position or results of operations upon adoption. (E) Reclassification Certain reclassifications of prior year information have been made to conform to the current year's presentation. |
Material Agreements
Material Agreements | 3 Months Ended |
Mar. 31, 2023 | |
License And Other Related Agreements [Abstract] | |
Material Agreements | Material Agreements License Agreement with QED Therapeutics, Inc. In October 2019, the Company entered into a license agreement (the “QED License Agreement”) with QED Therapeutics, Inc. (“QED”), as subsequently amended, under which the Company obtained an exclusive license under certain patents and know-how (including patents and know-how that QED licensed from QED’s upstream licensor) to develop, manufacture, use, sell, import, and commercialize QED’s ATP-competitive, FGFR1-3 tyrosine kinase inhibitor, infigratinib, in pharmaceutical products in the licensed territory of Mainland China, Macau, Hong Kong, Taiwan, Thailand, Singapore and South Korea, in the licensed field of human prophylactic and therapeutic uses in cancer indications. In September 2020, the Company entered into an amendment with QED to reduce the licensed territories to include Mainland China, Macau and Hong Kong. In December 2021, the Company entered into a second amendment with QED to modify the Company’s development obligations with respect to certain clinical trials, and change the development milestone payments the Company owes to QED and the royalty rates for the tiered royalties on net sales of licensed products the Company will pay to QED. Under the QED License Agreement, QED received a nonrefundable upfront payment of $10.0 million and was granted warrants to purchase 100,000 ordinary shares in Lian Oncology, a subsidiary of LianBio, valued at $1.0 million. Pursuant to ASC 505-50, as the fair value of the warrants were more reliably determinable than the fair value of the benefits received from the licensing agreement, the Company valued the warrants using the Black-Scholes Model. The warrants were issued in three tranches with the aggregate number of shares across all tranches equaling 10% of the fully diluted equity of Lian Oncology as of the issue date. Vesting of the warrant shares are linked to regulatory milestones and the warrants expire 10 years from the issue date. The amended and restated option agreement also provided QED with the option to choose to either convert the warrant (“Subsidiary Warrant”) into ordinary shares of the Company (“Parent Company Shares”) or a warrant to purchase a certain number of Parent Company Shares (“Parent Company Warrant”) immediately prior to an IPO of the Company. In the event QED chose to convert the Subsidiary Warrant into Parent Company Shares, the number of Parent Company Shares QED was entitled to receive would have been calculated as the aggregate fair market value of the ordinary shares of Lian Oncology that are under the Subsidiary Warrant, divided by the per share fair market value of the Parent Company Shares, on a fully diluted and as-converted basis and as of the date the Company sent QED the notice of the IPO. In the event QED chose to convert the Subsidiary Warrant into the Parent Company Warrant, the number of Parent Company Shares under the Parent Company Warrant QED was entitled to receive would have been calculated as the aggregate intrinsic value of the Subsidiary Warrant (the number of the ordinary shares of Lian Oncology under the Subsidiary Warrant multiplied by the difference between the strike price of the Subsidiary Warrant and the per share fair market value of Lian Oncology), divided by the per share intrinsic value of the Parent Company Warrant (the difference between the strike price of the Parent Company Warrant and the per share fair market value of Parent Company Shares), on a fully diluted and as-converted basis on the date of the warrant conversion. This conversion feature was not required to be bifurcated as it is clearly and closely related to the equity host instrument, pursuant to ASC 815. On October 18, 2021, based on the conversion feature, LianBio issued to QED a warrant to purchase 347,569 of its ordinary shares at an exercise price of $0.000017100448 per share and, concurrently with such issuance, the Subsidiary Warrant was deemed to be performed and settled in full and was irrevocably terminated. Additionally, QED is entitled to receive from the Company development milestone payments of up to $7.0 million upon achievement of specified development milestones, and sales milestone payments of up to $87.5 million based on cumulative net sales of infigratinib, in addition to tiered royalties on net sales of licensed products at the greater of (a) percentage rates in the mid- to high-teens on the net sales of the licensed products, or (b) the applicable rate payable under QED’s agreement with its upstream licensor (capped in the mid-teens). No payments were made under this agreement during the three months ended March 31, 2023. License Agreement with MyoKardia In August 2020, the Company entered into an exclusive license agreement (the “MyoKardia License Agreement”) with MyoKardia Inc. (“MyoKardia,” now a wholly-owned subsidiary of Bristol-Myers Squibb (“BMS”)), under which the Company obtained an exclusive license under certain patents and know-how of MyoKardia to develop, manufacture, use, sell, import and commercialize MyoKardia’s proprietary compound, mavacamten, in the licensed territory of Mainland China, Hong Kong, Macau, Taiwan, Thailand and Singapore, and in the licensed field of any indication in humans, which includes any prophylactic or therapeutic use in humans. Under the MyoKardia License Agreement, MyoKardia received a nonrefundable upfront payment of $40.0 million and was granted a warrant to purchase 170,000 ordinary shares in Lian Cardiovascular, a subsidiary of LianBio, valued at $33.8 million. Pursuant to ASC 505-50, as the fair value of the warrants were more reliably determinable than the fair value of the benefits received from the licensing agreement, the Company valued the warrants using the Black-Scholes Model and the underlying assumptions are discussed in further detail in Note 10 in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. The warrants, representing 17% of the fully diluted equity of Lian Cardiovascular, are exercisable by MyoKardia at any time after issuance. The amended and restated option agreement also provided MyoKardia with the option to choose to either convert the warrant (“Subsidiary Warrant”) into ordinary shares of the Company (“Parent Company Shares”) or a warrant to purchase a certain number of Parent Company Shares (“Parent Company Warrant”) immediately prior to an IPO of the Company. MyoKardia was entitled to choose to convert the Subsidiary Warrant into Parent Company Shares, and the number of Parent Company Shares MyoKardia was entitled to receive would have been calculated as the aggregate fair market value of the ordinary shares of Lian Cardiovascular that are under the Subsidiary Warrant, divided by the per share fair market value of the Parent Company Shares, on a fully diluted and as-converted basis on the date the Company sent MyoKardia the notice of the IPO. Alternatively, MyoKardia was entitled to choose to convert the Subsidiary Warrant into the Parent Company Warrant, the number of Parent Company Shares under the Parent Company Warrant MyoKardia was entitled to receive would be calculated as the aggregate intrinsic value of the Subsidiary Warrant (the number of the ordinary shares of Lian Cardiovascular under the Subsidiary Warrant multiplied by the difference between the strike price of the Subsidiary Warrant and the per share fair market value of Lian Cardiovascular), divided by the per share intrinsic value of the Parent Company Warrant (the difference between the strike price of the Parent Company Warrant and the per share fair market value of Parent Company Shares), on a fully diluted and as-converted basis on the date of the warrant conversion. This conversion feature was not required to be bifurcated as it was clearly and closely related to the equity host instrument, pursuant to ASC 815. As of October 12, 2021, MyoKardia elected not to exercise this option and, therefore, continues to hold its warrant to purchase 170,000 ordinary shares in Lian Cardiovascular. MyoKardia’s option to convert the warrant irrevocably terminated upon the completion of the Company’s IPO. Additionally, MyoKardia was entitled to receive a nonrefundable financing milestone payment of $35.0 million upon a specified financing event, which occurred on October 29, 2020. The financing milestone was recorded at present value upon execution of the MyoKardia License Agreement, with total imputed interest of $2.3 million accreted under the effective interest method through the date the liability was settled. The financing milestone was paid to MyoKardia in December 2020 as a result of the Series A Preferred financing. Additionally, MyoKardia is entitled to receive from the Company development milestone payments of up to $60.0 million upon achievement of specified development milestones, and sales milestone payments of up to $87.5 million based on cumulative net sales of mavacamten, plus tiered royalties on net sales ranging from the low to upper-teens. The Company paid the first development milestone of $5.0 million during the twelve months ended December 31, 2022. No payments were made under this agreement during the three months ended March 31, 2023. License Agreement with Navire In August 2020, pursuant to the BridgeBio exclusivity agreement, the Company entered into an exclusive license agreement with Navire Pharma, Inc. (“Navire”), a BridgeBio affiliate. Pursuant to the license agreement, Navire granted to the Company an exclusive, sublicensable license under certain patents and know-how of Navire to develop, manufacture, use, sell, import and commercialize Navire’s proprietary SHP2 inhibitor, BBP-398 (formerly known as IACS-15509) in the licensed territory of Mainland China, Hong Kong, Macau, Taiwan, Thailand, Singapore, and South Korea. Under the license agreement, Navire received a nonrefundable upfront payment of $8.0 million. Additionally, Navire is entitled to receive from the Company development milestone payments of up to $24.5 million upon achievement of specified development milestones, and sales milestone payments of up to $357.6 million upon achievement of specified commercialization milestones, plus tiered royalties on net sales ranging from approximately 5-15% on the net sales of the licensed products. The Company paid the first development milestone of $8.5 million for IND acceptance in the PRC in 2021. No payments were made under this agreement during the three months ended March 31, 2023. Pfizer Strategic Collaboration In November 2020, the Company entered into a strategic collaboration agreement (the “Pfizer Collaboration Agreement”) with Pfizer Inc. (“Pfizer”), pursuant to which Pfizer will contribute up to $70.0 million of restricted, non-dilutive capital (the “Funds”), including a $20.0 million upfront payment, toward the Company’s in-licensing and co-development activities in Greater China. The Company has accounted for the Pfizer Collaboration Agreement as a contract to perform research and development services for others under ASC 730-20 and the consideration received for performing these services will be recognized as contra-R&D in the Consolidated Statement of Operations and Comprehensive Loss as the services are performed. Upon receipt in 2021, the upfront payment was recorded as restricted cash within the consolidated balance sheet and will remain restricted until such time as the upfront payment is utilized for specified in-licensing and co-development activities or until the Pfizer Collaboration Agreement terminates. Under the Pfizer Collaboration Agreement, Pfizer and LianBio will form a joint collaboration committee to discuss potential third party in-license opportunities and development and commercialization of the Company’s products in Greater China. In the event the Company seeks to engage a third-party commercialization partner with respect to the commercialization of the Company’s future products in Greater China, Pfizer will have a right to opt into such product. Upon opting in, a portion of the Funds will be used to pay for development and commercialization costs of such product and Pfizer will thereafter have a right of first negotiation and right of last refusal to obtain the commercialization rights of such product in Greater China, in each instance for additional, separate financial consideration. During the collaboration, Pfizer may provide in-kind support to the Company for marketing, development and regulatory activities. In December 2022, the Company, Pfizer, and ReViral Ltd. (“ReViral,” now a wholly owned subsidiary of Pfizer) entered into a commercial agreement (the “Pfizer Commercial Agreement”) with respect to sisunatovir (a fusion inhibitor product for the treatment of respiratory syncytial virus (“RSV”)) as the first opted-in product under the Pfizer Collaboration Agreement. Pursuant to the Pfizer Commercial Agreement, LianBio will assign and transfer its development and commercialization rights to sisunatovir in Mainland China, Hong Kong, Macau and Singapore (the “Territory”) to Pfizer. Under the Pfizer Commercial Agreement, the $20.0 million upfront payment, which was previously received and recorded as restricted cash, paid by Pfizer to LianBio in 2020 pursuant to the Pfizer Collaboration Agreement was released, as there are no further obligations and the associated contingencies were resolved. In addition, LianBio could also receive up to $135.0 million in potential development and sales milestones contingent on sisunatovir achieving a specified regulatory milestone event prior to the end of October 2035 and specified net sales milestone events. LianBio is further entitled to receive tiered payments in the low single digits on a percentage of net sales of sisunatovir in the Territory. Pfizer will lead all development and commercial activities, use commercially reasonable efforts to develop and seek regulatory approval for sisunatovir as a fusion inhibitor product for treatment of RSV as a single active pharmaceutical product in Mainland China, assume all costs in the Territory, and will waive LianBio’s milestone payment and royalty payment obligations previously due to ReViral pursuant to the Co-Development and License Agreement dated March 1, 2021, by and between LianBio Respiratory Limited and ReViral, which was superseded in its entirety by the Pfizer Commercial Agreement. The Company has accounted for the Pfizer Commercial Agreement under ASC 450-30 and the consideration received under the agreement will be recognized as other income as they become realizable. License Agreement with Tarsus In March 2021, the Company entered into an exclusive license agreement (the “Tarsus License Agreement”) with Tarsus Pharmaceuticals, Inc. (“Tarsus”). Pursuant to the license agreement, Tarsus granted to the Company an exclusive, sublicensable license under the licensed patent rights and know-how to develop, manufacture and commercialize TP-03 for the treatment of patients with Demodex blepharitis and Meibomian Gland Disease in Mainland China, Macau, Hong Kong and Taiwan. Under the license agreement, Tarsus received a nonrefundable upfront payment of $15.0 million and was granted three warrants to purchase 125,000 ordinary shares in Lian Ophthalmology, a subsidiary of LianBio, valued at $9.4 million (the “Tarsus Warrants”). Pursuant to ASC 505-50, as the fair value of the warrants were more reliably determinable than the fair value of the benefits received from the licensing agreement, the Company valued the warrants using the Black-Scholes Model and the underlying assumptions are discussed in further detail in Note 10 in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The warrants were issued in three tranches with the aggregate number of shares across all tranches equaling 12.5% of the fully diluted equity of Lian Ophthalmology as of the issue date. Vesting of the warrant shares are linked to regulatory milestones and the warrants expire 10 years from the issue date. Pursuant to a related option agreement (the “Tarsus Option Agreement”), Tarsus also had the option to convert the warrants into ordinary shares of the Company (“Parent Company Shares”) or warrants to purchase a certain number of the Company’s ordinary shares (“Parent Company Warrants”) based on appreciation of the value in the Lian Ophthalmology since the inception of the Tarsus License Agreement. This conversion feature was not required to be bifurcated as it was clearly and closely related to the equity host instrument, pursuant to ASC 815. On October 18, 2021, Tarsus exercised its options to convert the Tarsus Warrants under the Tarsus Option Agreement and the Company subsequently issued to Tarsus 78,373 of its ordinary shares and two warrants to purchase an aggregate of 156,746 of its ordinary shares at an exercise price of $0.000017100448 per share. Following the issuances, the Tarsus Warrants were irrevocably terminated. On June 6, 2022, Tarsus exercised one warrant and the Company subsequently issued 78,373 of its ordinary shares at an exercise price of $0.000017100448 per share. Additionally, Tarsus is entitled to receive a nonrefundable second milestone payment of $10.0 million due and payable within forty-five days following the effective date. Additionally, Tarsus is entitled to receive payments from the Company totaling an aggregate of up to $175.0 million upon the achievement of specified development and commercial milestones, up to $75.0 million and $100.0 million, respectively, plus tiered royalties at percentage rates ranging from the low- to high-teens on net sales. During the twelve months ended December 31, 2022, the Company paid $25.0 million to Tarsus as a result of the achievement of these milestones. No payments were made under this agreement during the three months ended March 31, 2023. In February 2023, the Company entered into a clinical supply agreement (the “Tarsus Supply Agreement”) with Tarsus. Upon the execution of the Tarsus Supply Agreement, Tarsus was entitled to receive a one-time payment of $2.5 million from the Company which has been recorded as a payable as of March 31, 2023. License Agreement with Landos In May 2021, the Company entered into an exclusive license agreement (the “Landos License Agreement”) with Landos BioPharma, Inc. (“Landos”). Pursuant to the license agreement, Landos granted to the Company an exclusive, sublicensable license under the licensed patent rights and know-how to develop, manufacture and commercialize novel, gut-restricted small molecule omilancor (formerly known as BT-11) and NX-13 for the treatment of inflammatory bowel disease, that targets the NLRX1 pathway in Mainland China, Hong Kong, Macau, Taiwan, Cambodia, Indonesia, Myanmar, Philippines, Singapore, South Korea, Thailand and Vietnam. Under the license agreement, Landos received a nonrefundable upfront payment of $18.0 million. Additionally, Landos is entitled to receive payments from the Company totaling an aggregate of up to $200.0 million upon the achievement of specified development and commercial milestones, up to $95.0 million and $105.0 million, respectively, plus tiered royalties at percentage rates ranging from the low- to the mid-teens on net sales. No payments were made under this agreement during the three months ended March 31, 2023. In February 2023, the Company entered into an amendment to the Landos License Agreement, reflecting that Landos has transferred and assigned substantially all of its rights in omilancor to NImmune Biopharma, Inc (“NImmune”). As a result, the Landos License Agreement will relate only to NX-13, and the Company has entered into a direct license agreement with NImmune setting forth the terms of its continued development and commercialization of omilancor in its licensed territories. No payments were made under this agreement during the three months ended March 31, 2023. License Agreement with NImmune In February 2023, the Company entered into a license and collaboration agreement with NImmune, under which it obtained an exclusive license with the right to sublicense to affiliates and specified third parties under certain patents and know-how of NImmune to develop, manufacture, commercialize and otherwise, make and have made, use, offer for sale, sell, have sold, and import NImmune’s proprietary compound, omilancor, in the licensed regions of Mainland China, Hong Kong, Macau, Taiwan, Cambodia, Indonesia, Myanmar, Philippines, Singapore, South Korea, Thailand and Vietnam. NImmune is entitled to receive payments from the Company totaling an aggregate of up to $150.0 million upon the achievement of certain development and sales milestone events, up to $45.0 million and $105.0 million, respectively, plus tiered royalties at percentage rates ranging from the low- to the mid-teens on net sales. No payments were made under this agreement during the three months ended March 31, 2023. License Agreement with Nanobiotix In May 2021, the Company entered into an exclusive license agreement with Nanobiotix S.A. (“Nanobiotix”). Pursuant to the license agreement, Nanobiotix granted to the Company an exclusive, sublicensable license under the licensed patent rights and know-how to develop and commercialize NBTXR3, a potential first-in-class radioenhancer in Mainland China, Hong Kong, Taiwan, Macau, South Korea, Singapore and Thailand. Under the license agreement, Nanobiotix received a nonrefundable upfront payment of $20.0 million. Additionally, Nanobiotix is entitled to receive payments from the Company totaling an aggregate of up to $220.0 million upon the achievement of specified development and commercial milestones, up to $65.0 million and $155.0 million, respectively, plus tiered royalties of 10-13% of net sales. No payments were made under this agreement during the three months ended March 31, 2023. License Agreement with Lyra In May 2021, the Company entered into an exclusive license agreement (the “Lyra License Agreement”) with Lyra Therapeutics, Inc. (“Lyra”). Pursuant to the license agreement, Lyra granted to the Company an exclusive, sublicensable license under the licensed patent rights and know-how to develop and commercialize LYR-210, an anti-inflammatory, intra-nasal drug matrix in late-stage development that is designed to treat chronic rhinosinusitis in Mainland China, Hong Kong, Taiwan, Macau, South Korea, Singapore and Thailand. Under the license agreement, Lyra received a nonrefundable upfront payment of $12.0 million. Additionally, Lyra is entitled to receive payments from the Company totaling an aggregate of up to $135.0 million upon the achievement of specified development and commercial milestones, up to $40.0 million and $95.0 million, respectively, plus tiered royalties from the low- to high-teens on net sales. During the twelve months ended December 31, 2022, the Company paid $5.0 million to Lyra upon the completion of the first development milestone under the Lyra License Agreement. No payments were made under this agreement during the three months ended March 31, 2023. |
Marketable Securities and Fair
Marketable Securities and Fair Value Measurements | 3 Months Ended |
Mar. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities and Fair Value Measurements | Marketable Securities and Fair Value Measurements The following is a summary of marketable securities accounted for as available-for-sale securities at March 31, 2023 and December 31, 2022: As of March 31, 2023 (in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Commercial paper $ 94,260 $ 9 $ (122) $ 94,147 Government obligations & agency securities 90,338 13 (295) 90,056 Total $ 184,598 $ 22 $ (417) $ 184,203 As of December 31, 2022 (in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Commercial paper $ 120,570 $ 5 $ (313) $ 120,262 Corporate debt securities 14,146 — (16) 14,130 Government obligations 89,265 4 (519) 88,750 Total $ 223,981 $ 9 $ (848) $ 223,142 The unrealized losses and fair values of available-for-sale securities that have been in an unrealized loss position for a period of less than and greater than 12 months as of March 31, 2023 are as follows: As of March 31, 2023 (in thousands) Securities in an unrealized loss position less than 12 months Securities in an unrealized loss position greater than 12 months Total Unrealized losses Fair Value Unrealized losses Fair Value Unrealized losses Fair Value Commercial paper $ (122) $ 66,054 $ — $ — $ (122) $ 66,054 Government obligations & agency securities (295) 73,455 — — (295) 73,455 Total $ (417) $ 139,509 $ — $ — $ (417) $ 139,509 The unrealized losses and fair values of available-for-sale securities that have been in an unrealized loss position for a period of less than and greater than 12 months as of December 31, 2022 are as follows: As of December 31, 2022 (in thousands) Securities in an unrealized loss position less than 12 months Securities in an unrealized loss position greater than 12 months Total Unrealized losses Fair Value Unrealized losses Fair Value Unrealized losses Fair Value Commercial paper $ (313) $ 110,370 $ — $ — $ (313) $ 110,370 Corporate debt securities (16) 14,130 — — (16) 14,130 Government obligations (455) 70,771 (64) 14,897 (519) 85,668 Total $ (784) $ 195,271 $ (64) $ 14,897 $ (848) $ 210,168 Marketable securities on the balance sheet at March 31, 2023 and December 31, 2022 are as follows: March 31, 2023 Less than 12 Months More Than 12 Months Commercial paper $ 94,147 $ — Government obligations & agency securities 90,056 — Total Marketable securities $ 184,203 $ — December 31, 2022 Less than 12 Months More Than 12 Months Commercial paper $ 120,262 $ — Corporate debt securities 14,130 — Government obligations 70,771 17,979 Total Marketable securities $ 205,163 $ 17,979 The Company classifies all of its securities as current as they are all available for sale and are available for current operations. The following tables present information about the Company's financial assets measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values: As of March 31, 2023 (in thousands) Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 45,665 $ — $ — $ 45,665 Marketable securities: Commercial paper — 94,147 — 94,147 Corporate debt securities — — — — Government obligations & — 90,056 — 90,056 Total $ 45,665 $ 184,203 $ — $ 229,868 As of December 31, 2022 (in thousands) Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 11,242 $ — $ — $ 11,242 Marketable securities: Commercial paper — 120,262 — 120,262 Corporate debt securities — 14,130 — 14,130 Government obligations — 88,750 — 88,750 Total $ 11,242 $ 223,142 $ — $ 234,384 |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net consisted of the following: March 31, 2023 December 31, 2022 Leasehold improvements $ 3,387 $ 3,372 Furniture and fixtures 113 113 Computer equipment and software 1,142 1,111 Construction in progress 71 67 4,713 4,663 Accumulated depreciation (1,877) (1,547) Total property and equipment, net $ 2,836 $ 3,116 Total depreciation related to property and equipment for the three months ended March 31, 2023 and 2022 was $0.3 million and $0.3 million, respectively. |
Prepaid Expense and Other Curre
Prepaid Expense and Other Current Assets | 3 Months Ended |
Mar. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expense and Other Current Assets | Prepaid Expense and Other Current Assets Prepaid expense and other current assets consist of the following: March 31, 2023 December 31, 2022 Advance payments to suppliers and rent deposit $ 1,908 $ 1,957 Prepaid insurance 2,360 2,953 VAT receivable 2,939 2,640 Other prepaid expenses 1,293 1,090 Total prepaid expenses and other current assets $ 8,500 $ 8,640 |
Accrued Expenses
Accrued Expenses | 3 Months Ended |
Mar. 31, 2023 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Expenses | Accrued Expenses Accrued expenses consist of the following: March 31, 2023 December 31, 2022 Employee compensation and related benefits $ 2,541 $ 7,833 Professional fees 5,176 4,438 Consulting and contracted research 8,734 7,379 Other 176 176 Total accrued expenses $ 16,627 $ 19,826 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company is subject to claims and assessments from time to time in the ordinary course of business. The Company will accrue a liability for such matters when it is probable that a liability has been incurred and the amount can be reasonably estimated. As of March 31, 2023 and December 31, 2022, there have been no such matters identified. When only a range of possible loss can be established, the most probable amount in the range is accrued. If no amount within the range is a better estimate than any other amount within the range, the minimum amount in the range is accrued. The Company is not currently party to any material legal proceedings. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation In December 2019, the Company adopted a shareholder-approved share-based compensation plan (the “2019 Plan”), which permits the granting of incentive share options, nonqualified share options, share awards and certain other awards to its employees, members of its Board of Directors and consultants. In connection with the IPO, the Company adopted a shareholder-approved share-based compensation plan (the “2021 Equity Plan”), which permits the granting of incentive share options, nonqualified share options, share awards and certain other awards to its employees, members of its Board of Directors and consultants. The maximum number of shares that may be delivered in satisfaction of awards under the 2021 Equity Plan is approximately 14.2 million shares, plus the number of shares that remain available for issuance under the 2019 Plan and that may again become available for issuance under such plan, not to exceed approximately 10.7 million shares in the aggregate, and an annual increase, to be added as of January 1st of each year from January 1, 2022, to January 1, 2031, equal to the lesser of (i) four percent (4%) of the number of shares outstanding as of such date; and (ii) the number of shares determined by the Board of Directors on or prior to such date for such year. Subsequent to the effectiveness of the 2021 Equity Plan, no additional awards will be made pursuant to the 2019 Plan. However, any outstanding awards granted under the 2019 Plan will remain outstanding, subject to the terms of the 2019 Plan and award agreements. Through March 31, 2023, there were awards outstanding for approximately 8.3 million ordinary shares under the 2019 Plan and approximately 12.0 million ordinary shares under the 2021 Equity Plan. Share Option Awards Share option grants provide the right to purchase a specified number of ordinary shares from the Company at a specified price during a specified period of time. The share option exercise price per share is the fair market value of the Company’s ordinary shares on the date of the grant of the share option. During the three months ended March 31, 2023, the Company issued options to purchase a total of 4,167,173 ordinary shares to various employees, directors and board members with a weighted-average exercise price of $2.65 per share option and a weighted-average fair value of $1.87 per share option. The fair-value based method for valuing each share option grant on the grant date uses the Black-Scholes Model, which incorporates a number of valuation assumptions. The weighted-average fair value was estimated based on the following assumptions: risk-free interest rate of 3.53% - 3.64%; expected dividend yield of 0.00%; expected share price volatility of 78.84% - 79.25%; and expected term of 6.08 years. During the three months ended March 31, 2022 the Company issued options to purchase 55,110 ordinary shares with a weighted-average exercise price of $2.94 per share option and a weighted-average fair value of $2.01 per share option. The fair-value based method for valuing each share option grant on the grant date uses the Black-Scholes Model, which incorporates a number of valuation assumptions. The weighted-average fair value was estimated based on the following assumptions: risk-free interest rate of 2.56%; expected dividend yield of 0.00%; expected share price volatility of 76.83%; and expected term of 6.08 years. As of March 31, 2023, $32.5 million of total unrecognized expense related to non-vested share options is expected to be recognized over a weighted average period of 2.70 years from the date of grant. As of March 31, 2022, $46.1 million of total unrecognized expense related to non-vested share options is expected to be recognized over a weighted average period of 3.35 years from the date of grant. Options granted to senior management and employees generally vest in equal annual increments over four years and grants issued subsequent to the IPO generally vest over four years with 25% vesting over the first year and monthly thereafter. Performance Share Awards There were no performance share awards granted during the three months ended March 31, 2023 or 2022. As of March 31, 2023 and 2022, there was $4.9 million and $7.1 million of total unrecognized compensation cost related to outstanding performance share awards, respectively. There were no performance-based share units (“PSUs”) granted during the three months ended March 31, 2023 or 2022. As of March 31, 2023 and 2022, there was $1.3 million and $2.8 million of total unrecognized compensation cost related to outstanding PSUs. Restricted Share Units During the three months ended March 31, 2023, the Company granted 2,917,361 non-vested restricted share units (“RSUs”) to certain employees, with a weighted-average grant date fair value of $1.72. As of March 31, 2023, there was $7.1 million of total unrecognized compensation expense related to non-vested RSUs. There were 10,270 RSUs granted during the three months ended March 31, 2022 and $2.8 million of total unrecognized compensation expense related to non-vested RSUs as of March 31, 2022. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is computed by dividing net loss by the weighted average number of ordinary shares outstanding. Diluted net loss per share is computed by dividing net loss by the weighted-average number of ordinary shares outstanding, plus all additional ordinary shares that would have been outstanding, assuming dilutive potential ordinary shares had been issued for other dilutive securities. For the three months ended March 31, 2023 and 2022, diluted and basic net loss per ordinary share were identical since potential ordinary shares were excluded from the calculation, as their effect was anti-dilutive. Three Months Ended March 31, 2023 Three Months Ended March 31, 2022 Numerator Net loss attributable to ordinary shareholders $ (24,045) $ (27,726) Denominator Weighted-average shares – basic and diluted 107,162,025 107,275,458 Net loss per ordinary share – basic and diluted $ (0.22) $ (0.26) The following outstanding potentially dilutive securities were excluded from the calculation of diluted net loss per share, because including them would have been anti-dilutive during each period. As of March 31, 2023 March 31, 2022 Employee Share Options 16,691,626 14,054,402 Non-vested restricted share units 3,627,023 635,393 MyoKardia Warrant 170,000 170,000 Warrants in LianBio issued to QED and Tarsus 425,942 504,315 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | (A) Basis of Presentation The Company’s consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates of the Financial Accounting Standards Board. The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, which include the People’s Republic of China (“PRC”) registered entities directly owned by the Company. All intercompany accounts and transactions have been eliminated in consolidation. The interim balance sheet as of March 31, 2023, and the interim consolidated statements of operations and comprehensive loss, changes in shareholders’ equity for the three months ended March 31, 2023 and 2022, and the cash flows for the three months ended March 31, 2023 and 2022 are unaudited. These unaudited interim financial statements have been prepared on the same basis as the Company’s annual financial statements and, in the opinion of management, reflect all adjustments, which consist of only normal recurring adjustments, necessary for the fair statement of the Company’s financial information. The financial data and other information disclosed in these notes related to the three month periods are also unaudited. The interim results for the three months ended March 31, 2023 are not necessarily indicative of results to be expected for the year ending December 31, 2023, any other interim periods or any future year or period. The accompanying financial statements should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K filed with the SEC on March 28, 2023. |
Use of Estimates | (B) Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported financial position at the date of the financial statements and the reported results of operations during the reporting period. Such estimates and assumptions affect the reported amounts of assets, liabilities, and expenses, and disclosure of contingent assets and liabilities in the consolidated financial statements and accompanying notes. The only material estimates in the accompanying financial statements are the fair value of warrants, share-based compensation, and share options. Actual results could differ from those used in evaluating these accounting estimates. |
Concentration of Credit Risk and Other Risks and Uncertainties | (i) Concentration of Credit Risk and Other Risks and Uncertainties The Company’s operations have not been significantly impacted by the global novel coronavirus disease 2019 (“COVID-19”) pandemic. However, the Company cannot at this time predict the specific extent, duration, or full impact that the COVID-19 pandemic will have on its financial condition and operations, including planned clinical trials. The impact of the COVID-19 pandemic on the Company’s financial performance will depend on future developments, including the duration and spread of the pandemic and related governmental advisories and restrictions. These developments and the impact of the COVID-19 pandemic on the financial markets and the overall economy continue to be highly uncertain and cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, the Company’s results may be materially adversely affected. Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents in deposits at financial institutions that exceed federally insured limits. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to material credit risk due to the financial position of the banking institutions. The Company has no off-balance sheet risks, such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. The Company’s results of operations involve numerous risks and uncertainties. Factors that could affect the Company’s operating results and cause actual results to vary materially from expectations include, but are not limited to, uncertainty of results of clinical trials, uncertainty of regulatory approval of the Company’s potential product candidates, uncertainty of market acceptance of its product candidates, competition from substitute products and larger companies, securing and protecting proprietary technology, strategic relationships and dependence on key individuals and sole source suppliers. Each of the Company’s product candidates require approvals from the National Medical Products Administration (“NMPA”) in China and comparable foreign regulatory agencies prior to commercial sales in their respective jurisdictions. There can be no assurance that any product candidates will receive the necessary approvals. If the Company is denied approval, approval is delayed or the Company is unable to maintain approval for any product candidate, such events could have a materially adverse impact on the Company’s business. |
Recently Issued Accounting Pronouncements Not Yet Adopted | (D) Recently Issued Accounting Pronouncements Not Yet Adopted The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards until such time as those standards apply to private companies. As an emerging growth company, the Company has elected to “opt out” of such extended transition period for the implementation of new or revised accounting standards and, as a result, the Company will comply with new or revised accounting standards on the same timeline as other public companies. The Company has evaluated recent accounting pronouncements and believes that there are none that will have a material impact on its financial position or results of operations upon adoption. |
Reclassification | (E) Reclassification Certain reclassifications of prior year information have been made to conform to the current year's presentation. |
Marketable Securities and Fai_2
Marketable Securities and Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | The following is a summary of marketable securities accounted for as available-for-sale securities at March 31, 2023 and December 31, 2022: As of March 31, 2023 (in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Commercial paper $ 94,260 $ 9 $ (122) $ 94,147 Government obligations & agency securities 90,338 13 (295) 90,056 Total $ 184,598 $ 22 $ (417) $ 184,203 As of December 31, 2022 (in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Commercial paper $ 120,570 $ 5 $ (313) $ 120,262 Corporate debt securities 14,146 — (16) 14,130 Government obligations 89,265 4 (519) 88,750 Total $ 223,981 $ 9 $ (848) $ 223,142 Marketable securities on the balance sheet at March 31, 2023 and December 31, 2022 are as follows: March 31, 2023 Less than 12 Months More Than 12 Months Commercial paper $ 94,147 $ — Government obligations & agency securities 90,056 — Total Marketable securities $ 184,203 $ — December 31, 2022 Less than 12 Months More Than 12 Months Commercial paper $ 120,262 $ — Corporate debt securities 14,130 — Government obligations 70,771 17,979 Total Marketable securities $ 205,163 $ 17,979 |
Debt Securities, Available-for-sale, Unrealized Loss Position, Fair Value | The unrealized losses and fair values of available-for-sale securities that have been in an unrealized loss position for a period of less than and greater than 12 months as of March 31, 2023 are as follows: As of March 31, 2023 (in thousands) Securities in an unrealized loss position less than 12 months Securities in an unrealized loss position greater than 12 months Total Unrealized losses Fair Value Unrealized losses Fair Value Unrealized losses Fair Value Commercial paper $ (122) $ 66,054 $ — $ — $ (122) $ 66,054 Government obligations & agency securities (295) 73,455 — — (295) 73,455 Total $ (417) $ 139,509 $ — $ — $ (417) $ 139,509 The unrealized losses and fair values of available-for-sale securities that have been in an unrealized loss position for a period of less than and greater than 12 months as of December 31, 2022 are as follows: As of December 31, 2022 (in thousands) Securities in an unrealized loss position less than 12 months Securities in an unrealized loss position greater than 12 months Total Unrealized losses Fair Value Unrealized losses Fair Value Unrealized losses Fair Value Commercial paper $ (313) $ 110,370 $ — $ — $ (313) $ 110,370 Corporate debt securities (16) 14,130 — — (16) 14,130 Government obligations (455) 70,771 (64) 14,897 (519) 85,668 Total $ (784) $ 195,271 $ (64) $ 14,897 $ (848) $ 210,168 |
Fair Value, Assets Measured on Recurring Basis | The following tables present information about the Company's financial assets measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values: As of March 31, 2023 (in thousands) Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 45,665 $ — $ — $ 45,665 Marketable securities: Commercial paper — 94,147 — 94,147 Corporate debt securities — — — — Government obligations & — 90,056 — 90,056 Total $ 45,665 $ 184,203 $ — $ 229,868 As of December 31, 2022 (in thousands) Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 11,242 $ — $ — $ 11,242 Marketable securities: Commercial paper — 120,262 — 120,262 Corporate debt securities — 14,130 — 14,130 Government obligations — 88,750 — 88,750 Total $ 11,242 $ 223,142 $ — $ 234,384 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and equipment | Property and equipment, net consisted of the following: March 31, 2023 December 31, 2022 Leasehold improvements $ 3,387 $ 3,372 Furniture and fixtures 113 113 Computer equipment and software 1,142 1,111 Construction in progress 71 67 4,713 4,663 Accumulated depreciation (1,877) (1,547) Total property and equipment, net $ 2,836 $ 3,116 |
Prepaid Expense and Other Cur_2
Prepaid Expense and Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Summary of Prepaid Expense and Other Current Assets | Prepaid expense and other current assets consist of the following: March 31, 2023 December 31, 2022 Advance payments to suppliers and rent deposit $ 1,908 $ 1,957 Prepaid insurance 2,360 2,953 VAT receivable 2,939 2,640 Other prepaid expenses 1,293 1,090 Total prepaid expenses and other current assets $ 8,500 $ 8,640 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Accrued Liabilities, Current [Abstract] | |
Summary of Accrued Expenses | Accrued expenses consist of the following: March 31, 2023 December 31, 2022 Employee compensation and related benefits $ 2,541 $ 7,833 Professional fees 5,176 4,438 Consulting and contracted research 8,734 7,379 Other 176 176 Total accrued expenses $ 16,627 $ 19,826 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Summary of Diluted and Basic Net Loss Per Ordinary Share | Three Months Ended March 31, 2023 Three Months Ended March 31, 2022 Numerator Net loss attributable to ordinary shareholders $ (24,045) $ (27,726) Denominator Weighted-average shares – basic and diluted 107,162,025 107,275,458 Net loss per ordinary share – basic and diluted $ (0.22) $ (0.26) |
Summary of Potentially Dilutive Securities Were Excluded From The Calculation of Diluted Net Loss Per Share | The following outstanding potentially dilutive securities were excluded from the calculation of diluted net loss per share, because including them would have been anti-dilutive during each period. As of March 31, 2023 March 31, 2022 Employee Share Options 16,691,626 14,054,402 Non-vested restricted share units 3,627,023 635,393 MyoKardia Warrant 170,000 170,000 Warrants in LianBio issued to QED and Tarsus 425,942 504,315 |
Nature of Business - Additional
Nature of Business - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Dec. 01, 2021 | Nov. 03, 2021 |
Convertible preferred stock, shares issued upon conversion (in shares) | 64,467,176 | |
Temporary equity, shares outstanding (in shares) | 0 | |
IPO | ||
Sale of stock, number of shares issued in transaction (in shares) | 20,312,500 | |
Sale of stock, price per share (in dollars per share) | $ 16 | |
Proceeds from issuance IPO | $ 334.5 | |
Consideration received from sale of stock | $ 304.8 | |
IPO | ADR | ||
Sale of stock, number of shares issued in transaction (in shares) | 20,312,500 | |
Over-Allotment Option | ADR | ||
Sale of stock, number of shares issued in transaction (in shares) | 593,616 | |
Sale of stock, price per share (in dollars per share) | $ 16 |
Significant Accounting Polici_3
Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||
Accumulated deficit | $ 494,570 | $ 470,525 |
Cash and cash equivalents and marketable securities | $ 286,500 |
Material Agreements - Additiona
Material Agreements - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||
Jun. 06, 2022 $ / shares shares | Oct. 18, 2021 $ / shares shares | Oct. 29, 2020 USD ($) | Dec. 31, 2022 USD ($) | May 31, 2021 USD ($) | Mar. 31, 2021 USD ($) tranche shares | Aug. 31, 2020 USD ($) shares | Oct. 31, 2019 USD ($) tranche shares | Mar. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Feb. 28, 2023 USD ($) | Dec. 16, 2022 USD ($) | Oct. 12, 2021 shares | Sep. 30, 2021 USD ($) | Nov. 30, 2020 USD ($) | |
License And Other Related Agreements [Line Items] | |||||||||||||||
Number of tranches | tranche | 3 | 3 | |||||||||||||
QED | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards development amount in connection with license agreement | $ 0 | ||||||||||||||
Myokardia | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards development amount in connection with license agreement | 0 | ||||||||||||||
Navire | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards development amount in connection with license agreement | 0 | ||||||||||||||
Tarsus Pharmaceuticals | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards development amount in connection with license agreement | 2,500,000 | ||||||||||||||
Landos | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards development amount in connection with license agreement | 0 | ||||||||||||||
Nanobiotix | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards development amount in connection with license agreement | 0 | ||||||||||||||
Lyra | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards development amount in connection with license agreement | 0 | ||||||||||||||
NImmune | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards development amount in connection with license agreement | 0 | ||||||||||||||
Tarsus Warrants | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Number of securities called by each warrant or right (in shares) | shares | 156,746 | ||||||||||||||
Navire | Amended Licensing Agreement | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards upfront amount in connection with license agreement | $ 8,000,000 | ||||||||||||||
Payment towards development amount in connection with license agreement | $ 8,500,000 | ||||||||||||||
Navire | Maximum | Amended Licensing Agreement | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Tiered royalty as a percentage of net sales | 15% | ||||||||||||||
Navire | Minimum | Amended Licensing Agreement | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Tiered royalty as a percentage of net sales | 5% | ||||||||||||||
Navire | Specified Development Regulatory Milestone | Amended Licensing Agreement | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, milestone, amount | $ 24,500,000 | ||||||||||||||
Navire | Sales Based Milestone | Amended Licensing Agreement | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, net sales milestone | 357,600,000 | ||||||||||||||
QED | Amended Licensing Agreement | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards upfront amount in connection with license agreement | $ 10,000,000 | ||||||||||||||
QED | Specified Development Regulatory Milestone | Amended Licensing Agreement | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, milestone, amount | 7,000,000 | ||||||||||||||
QED | Sales Based Milestone | Amended Licensing Agreement | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, net sales milestone | 87,500,000 | ||||||||||||||
QED | Lian Oncology | Amended Licensing Agreement | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Warrants and rights outstanding value | $ 1,000,000 | ||||||||||||||
Class of warrants or rights expiry period | 10 years | ||||||||||||||
QED | Lian Oncology | Tranche One | Amended Licensing Agreement | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Warrants or rights issuable as a percentage of fully diluted equity | 10% | ||||||||||||||
QED | Lian Oncology | Tranche Two | Amended Licensing Agreement | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Warrants or rights issuable as a percentage of fully diluted equity | 10% | ||||||||||||||
QED | Lian Oncology | Tranche Three | Amended Licensing Agreement | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Warrants or rights issuable as a percentage of fully diluted equity | 10% | ||||||||||||||
QED | Lian Oncology | Warrants To Purchase Common Stock | Amended Licensing Agreement | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Class of warrants or rights number of securities covered by the warrants or rights (in shares) | shares | 347,569 | 100,000 | |||||||||||||
Class of warrants or rights exercise price (in dollars per share) | $ / shares | $ 0.000017100448 | ||||||||||||||
Myokardia | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards upfront amount in connection with license agreement | 40,000,000 | ||||||||||||||
Myokardia | Specified Development Regulatory Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, milestone, amount | 60,000,000 | ||||||||||||||
Payment of milestone amount | $ 5,000,000 | ||||||||||||||
Myokardia | Sales Based Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, net sales milestone | 87,500,000 | ||||||||||||||
Myokardia | Non Refundable Financing Milestone Payment | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Milestone payment payable | 35,000,000 | ||||||||||||||
Imputed interest on milestone payment | $ 2,300,000 | ||||||||||||||
Myokardia | Non Refundable Financing Milestone Payment | Amended Licensing Agreement | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment of milestone amount | $ 35,000,000 | ||||||||||||||
Myokardia | Warrants To Purchase Common Stock | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Class of warrants or rights number of securities covered by the warrants or rights (in shares) | shares | 170,000 | 170,000 | |||||||||||||
Warrants and rights outstanding value | $ 33,800,000 | ||||||||||||||
Warrants or rights issuable as a percentage of fully diluted equity | 17% | ||||||||||||||
Pfizer | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Commitment to contribute capital | $ 70,000,000 | ||||||||||||||
Upfront payment receivable | $ 20,000,000 | $ 20,000,000 | |||||||||||||
Milestone continent consideration | $ 135,000,000 | ||||||||||||||
Tarsus Pharmaceuticals | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards upfront amount in connection with license agreement | $ 15,000,000 | ||||||||||||||
Payment of milestone amount | 0 | $ 25,000,000 | |||||||||||||
Tarsus Pharmaceuticals | Milestone Stage Two | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Milestone payment payable | 10,000,000 | ||||||||||||||
Tarsus Pharmaceuticals | Specified Development Regulatory Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, milestone, amount | 75,000,000 | ||||||||||||||
Tarsus Pharmaceuticals | Sales Based Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, net sales milestone | 100,000,000 | ||||||||||||||
Tarsus Pharmaceuticals | Specified Development Regulatory And Sales Based Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, milestone, amount | $ 175,000,000 | ||||||||||||||
Tarsus Pharmaceuticals | Warrants To Purchase Common Stock | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Class of warrants or rights number of securities covered by the warrants or rights (in shares) | shares | 125,000 | ||||||||||||||
Warrants and rights outstanding value | $ 9,400,000 | ||||||||||||||
Class of warrants or rights expiry period | 10 years | ||||||||||||||
Class of warrants or rights exercise price (in dollars per share) | $ / shares | $ 0.000017100448 | $ 0.000017100448 | |||||||||||||
Warrants issued during period (in shares) | shares | 1 | 2 | 3 | ||||||||||||
Issuance of ordinary shares upon initial public offering, net of issuance costs (in shares) | shares | 78,373 | 78,373 | |||||||||||||
Tarsus Pharmaceuticals | Warrants To Purchase Common Stock | Tranche One | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Warrants or rights issuable as a percentage of fully diluted equity | 12.50% | ||||||||||||||
Tarsus Pharmaceuticals | Warrants To Purchase Common Stock | Tranche Two | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Warrants or rights issuable as a percentage of fully diluted equity | 12.50% | ||||||||||||||
Tarsus Pharmaceuticals | Warrants To Purchase Common Stock | Tranche Three | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Warrants or rights issuable as a percentage of fully diluted equity | 12.50% | ||||||||||||||
Landos | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards upfront amount in connection with license agreement | $ 18,000,000 | ||||||||||||||
Landos | Specified Development Regulatory Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, milestone, amount | 95,000,000 | ||||||||||||||
Landos | Sales Based Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, net sales milestone | 105,000,000 | ||||||||||||||
Landos | Specified Development Regulatory And Sales Based Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, milestone, amount | 200,000,000 | ||||||||||||||
N1mmune | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards development amount in connection with license agreement | $ 0 | ||||||||||||||
N1mmune | Specified Development Regulatory Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, milestone, amount | $ 45,000,000 | ||||||||||||||
N1mmune | Sales Based Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, net sales milestone | 105,000,000 | ||||||||||||||
N1mmune | Specified Development Regulatory And Sales Based Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, milestone, amount | $ 150,000,000 | ||||||||||||||
Nanobiotix | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards upfront amount in connection with license agreement | $ 20,000,000 | ||||||||||||||
Nanobiotix | Maximum | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Tiered royalty as a percentage of net sales | 13% | ||||||||||||||
Nanobiotix | Minimum | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Tiered royalty as a percentage of net sales | 10% | ||||||||||||||
Nanobiotix | Specified Development Regulatory Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, milestone, amount | $ 65,000,000 | ||||||||||||||
Nanobiotix | Sales Based Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, net sales milestone | 155,000,000 | ||||||||||||||
Nanobiotix | Specified Development Regulatory And Sales Based Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, milestone, amount | 220,000,000 | ||||||||||||||
Lyra | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Payment towards upfront amount in connection with license agreement | 12,000,000 | ||||||||||||||
Lyra | Specified Development Regulatory Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, milestone, amount | 40,000,000 | ||||||||||||||
Lyra | Sales Based Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, net sales milestone | 95,000,000 | ||||||||||||||
Lyra | Specified Development Regulatory And Sales Based Milestone | |||||||||||||||
License And Other Related Agreements [Line Items] | |||||||||||||||
Asset acquisition, milestone, amount | $ 135,000,000 |
Marketable Securities and Fai_3
Marketable Securities and Fair Value Measurements - Schedule of Marketable Securities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 184,598 | $ 223,981 |
Gross Unrealized Gains | 22 | 9 |
Gross Unrealized Losses | (417) | (848) |
Estimated Fair Value | 184,203 | 223,142 |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 94,260 | 120,570 |
Gross Unrealized Gains | 9 | 5 |
Gross Unrealized Losses | (122) | (313) |
Estimated Fair Value | 94,147 | 120,262 |
Government obligations & agency securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 90,338 | |
Gross Unrealized Gains | 13 | |
Gross Unrealized Losses | (295) | |
Estimated Fair Value | $ 90,056 | |
Corporate debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 14,146 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (16) | |
Estimated Fair Value | 14,130 | |
Government obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 89,265 | |
Gross Unrealized Gains | 4 | |
Gross Unrealized Losses | (519) | |
Estimated Fair Value | $ 88,750 |
Marketable Securities and Fai_4
Marketable Securities and Fair Value Measurements - Available-for-sale Securities in an Unrealized Loss Position (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Debt Securities, Available-for-sale [Line Items] | ||
Securities in an unrealized loss position less than 12 months, Unrealized losses | $ (417) | $ (784) |
Securities in an unrealized loss position less than 12 months, Fair Value | 139,509 | 195,271 |
Securities in an unrealized loss position greater than 12 months, Unrealized losses | 0 | (64) |
Securities in an unrealized loss position greater than 12 months, Fair Value | 0 | 14,897 |
Total, Unrealized losses | (417) | (848) |
Total, Fair Value | 139,509 | 210,168 |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Securities in an unrealized loss position less than 12 months, Unrealized losses | (122) | (313) |
Securities in an unrealized loss position less than 12 months, Fair Value | 66,054 | 110,370 |
Securities in an unrealized loss position greater than 12 months, Unrealized losses | 0 | 0 |
Securities in an unrealized loss position greater than 12 months, Fair Value | 0 | 0 |
Total, Unrealized losses | (122) | (313) |
Total, Fair Value | 66,054 | 110,370 |
Government obligations & agency securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Securities in an unrealized loss position less than 12 months, Unrealized losses | (295) | |
Securities in an unrealized loss position less than 12 months, Fair Value | 73,455 | |
Securities in an unrealized loss position greater than 12 months, Unrealized losses | 0 | |
Securities in an unrealized loss position greater than 12 months, Fair Value | 0 | |
Total, Unrealized losses | (295) | |
Total, Fair Value | $ 73,455 | |
Corporate debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Securities in an unrealized loss position less than 12 months, Unrealized losses | (16) | |
Securities in an unrealized loss position less than 12 months, Fair Value | 14,130 | |
Securities in an unrealized loss position greater than 12 months, Unrealized losses | 0 | |
Securities in an unrealized loss position greater than 12 months, Fair Value | 0 | |
Total, Unrealized losses | (16) | |
Total, Fair Value | 14,130 | |
Government obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Securities in an unrealized loss position less than 12 months, Unrealized losses | (455) | |
Securities in an unrealized loss position less than 12 months, Fair Value | 70,771 | |
Securities in an unrealized loss position greater than 12 months, Unrealized losses | (64) | |
Securities in an unrealized loss position greater than 12 months, Fair Value | 14,897 | |
Total, Unrealized losses | (519) | |
Total, Fair Value | $ 85,668 |
Marketable Securities and Fai_5
Marketable Securities and Fair Value Measurements - Marketable Securities on the Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Marketable Securities [Line Items] | ||
Less than 12 Months | $ 184,203 | $ 205,163 |
More Than 12 Months | 0 | 17,979 |
Commercial paper | ||
Marketable Securities [Line Items] | ||
Less than 12 Months | 94,147 | 120,262 |
More Than 12 Months | 0 | 0 |
Government obligations & agency securities | ||
Marketable Securities [Line Items] | ||
Less than 12 Months | 90,056 | |
More Than 12 Months | $ 0 | |
Corporate debt securities | ||
Marketable Securities [Line Items] | ||
Less than 12 Months | 14,130 | |
More Than 12 Months | 0 | |
Government obligations | ||
Marketable Securities [Line Items] | ||
Less than 12 Months | 70,771 | |
More Than 12 Months | $ 17,979 |
Marketable Securities and Fai_6
Marketable Securities and Fair Value Measurements - Financial Assets Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | $ 184,203 | $ 223,142 |
Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Total | 229,868 | 234,384 |
Fair Value, Inputs, Level 1 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Total | 45,665 | 11,242 |
Fair Value, Inputs, Level 2 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Total | 184,203 | 223,142 |
Fair Value, Inputs, Level 3 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Total | 0 | 0 |
Commercial paper | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 94,147 | 120,262 |
Commercial paper | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 94,147 | 120,262 |
Commercial paper | Fair Value, Inputs, Level 1 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 0 | 0 |
Commercial paper | Fair Value, Inputs, Level 2 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 94,147 | 120,262 |
Commercial paper | Fair Value, Inputs, Level 3 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 0 | 0 |
Corporate debt securities | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 14,130 | |
Corporate debt securities | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 0 | 14,130 |
Corporate debt securities | Fair Value, Inputs, Level 1 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 0 | 0 |
Corporate debt securities | Fair Value, Inputs, Level 2 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 0 | 14,130 |
Corporate debt securities | Fair Value, Inputs, Level 3 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 0 | 0 |
Government obligations & agency securities | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 90,056 | |
Government obligations & agency securities | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 90,056 | |
Government obligations & agency securities | Fair Value, Inputs, Level 1 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 0 | |
Government obligations & agency securities | Fair Value, Inputs, Level 2 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 90,056 | |
Government obligations & agency securities | Fair Value, Inputs, Level 3 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 0 | |
Government obligations | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 88,750 | |
Government obligations | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 88,750 | |
Government obligations | Fair Value, Inputs, Level 1 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 0 | |
Government obligations | Fair Value, Inputs, Level 2 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 88,750 | |
Government obligations | Fair Value, Inputs, Level 3 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Marketable securities: | 0 | |
Money market funds | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Cash equivalents: | 45,665 | 11,242 |
Money market funds | Fair Value, Inputs, Level 1 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Cash equivalents: | 45,665 | 11,242 |
Money market funds | Fair Value, Inputs, Level 2 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Cash equivalents: | 0 | 0 |
Money market funds | Fair Value, Inputs, Level 3 | Fair Value, Recurring | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Cash equivalents: | $ 0 | $ 0 |
Property and Equipment, Net - S
Property and Equipment, Net - Summary of Property and Equipment (Detail) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 4,713 | $ 4,663 |
Accumulated depreciation | (1,877) | (1,547) |
Total property and equipment, net | 2,836 | 3,116 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 3,387 | 3,372 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 113 | 113 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,142 | 1,111 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 71 | $ 67 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 324 | $ 271 |
Prepaid Expense and Other Cur_3
Prepaid Expense and Other Current Assets - Summary of Prepaid Expense and Other Current Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Advance payments to suppliers and rent deposit | $ 1,908 | $ 1,957 |
Prepaid insurance | 2,360 | 2,953 |
VAT receivable | 2,939 | 2,640 |
Other prepaid expenses | 1,293 | 1,090 |
Total prepaid expenses and other current assets | $ 8,500 | $ 8,640 |
Accrued Expenses - Summary of A
Accrued Expenses - Summary of Accrued Expenses (Detail) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Accrued Liabilities, Current [Abstract] | ||
Employee compensation and related benefits | $ 2,541 | $ 7,833 |
Professional fees | 5,176 | 4,438 |
Consulting and contracted research | 8,734 | 7,379 |
Other | 176 | 176 |
Total accrued expenses | $ 16,627 | $ 19,826 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 |
Commitments and Contingencies Disclosure [Abstract] | ||
Other commitment | $ 0 | $ 0 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 17 Months Ended | 40 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2023 | Nov. 03, 2021 | |
2021 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum availability of ordinary shares under plan (in shares) | 10,700,000 | ||||
Annual increase in shares available for issuance, percentage of outstanding shares | 4% | ||||
Shares issued in period under plan (in shares) | 12,000,000 | ||||
2019 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum availability of ordinary shares under plan (in shares) | 14,200,000 | ||||
Shares issued in period under plan (in shares) | 8,300,000 | ||||
Employee Share Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares issued in period under plan (in shares) | 4,167,173 | 55,110 | |||
Exercise price (in dollars per share) | $ 2.65 | $ 2.94 | $ 2.65 | $ 2.65 | |
Weighted Average grant date fair value per stock option (in dollars per share) | $ 1.87 | $ 2.01 | |||
Risk free interest rate | 2.56% | ||||
Expected dividend yield | 0% | 0% | |||
Expected stock price volatility | 76.83% | ||||
Expected term | 6 years 29 days | ||||
Unrecognized expense | $ 32.5 | $ 46.1 | $ 32.5 | $ 32.5 | |
Period for recognition for unrecognized expense | 2 years 8 months 12 days | 3 years 4 months 6 days | |||
Employee Share Options | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Risk free interest rate | 3.53% | ||||
Expected stock price volatility | 78.84% | ||||
Employee Share Options | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Risk free interest rate | 3.64% | ||||
Expected stock price volatility | 79.25% | ||||
Expected term | 6 years 29 days | ||||
Performance Shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized expense | $ 4.9 | $ 7.1 | 4.9 | 4.9 | |
Award vesting period | 4 years | ||||
Award vesting rights percentage | 25% | ||||
Granted (in shares) | 0 | 0 | |||
Performance Shares | Share-based Payment Arrangement, Employee | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized expense | $ 1.3 | $ 2.8 | 1.3 | 1.3 | |
Granted (in shares) | 0 | 0 | |||
Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized expense | $ 7.1 | $ 2.8 | 7.1 | 7.1 | |
Granted (in shares) | 2,917,361 | 10,270 | |||
Granted (in dollars per share) | $ 1.72 | ||||
Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Employee | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized expense | $ 0.6 | $ 0.8 | $ 0.6 | $ 0.6 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Diluted and Basic Net Loss Per Ordinary Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Earnings Per Share [Abstract] | ||
Net loss attributable to ordinary shareholders | $ (24,045) | $ (27,726) |
Weighted-average shares - basic (in shares) | 107,162,025 | 107,275,458 |
Weighted-average shares - diluted (in shares) | 107,162,025 | 107,275,458 |
Net loss per ordinary share – basic (in dollars per share) | $ (0.22) | $ (0.26) |
Net loss per ordinary share – diluted (in dollars per share) | $ (0.22) | $ (0.26) |
Net Loss Per Share - Summary _2
Net Loss Per Share - Summary of Potentially Dilutive Securities Were Excluded From Calculation of Diluted Net Loss Per Share (Detail) - shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Employee Share Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 16,691,626 | 14,054,402 |
Non-vested restricted share units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 3,627,023 | 635,393 |
MyoKardia Warrant | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 170,000 | 170,000 |
Warrants in LianBio issued to QED and Tarsus | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 425,942 | 504,315 |