Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2024 | May 03, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-40791 | |
Entity Registrant Name | 2seventy bio, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 86-3658454 | |
Entity Address, Address Line One | 60 Binney Street | |
Entity Address, City or Town | Cambridge | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02142 | |
City Area Code | 617 | |
Local Phone Number | 675-7270 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | TSVT | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 51,405,419 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001860782 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 56,792 | $ 74,958 |
Marketable securities | 124,590 | 142,031 |
Assets held for sale | 12,786 | 0 |
Prepaid expenses | 6,697 | 7,365 |
Receivables and other current assets | 11,977 | 13,411 |
Total current assets | 212,842 | 237,765 |
Property, plant and equipment, net | 38,234 | 58,150 |
Marketable securities | 0 | 4,816 |
Intangible assets, net | 6,417 | 6,594 |
Operating lease right-of-use assets | 215,317 | 219,958 |
Restricted investments and other non-current assets | 38,241 | 38,143 |
Total assets | 511,051 | 565,426 |
Current liabilities: | ||
Accounts payable | 8,801 | 6,028 |
Accrued expenses and other current liabilities | 22,263 | 25,688 |
Operating lease liability, current portion | 13,006 | 12,660 |
Deferred revenue, current portion | 16,336 | 15,403 |
Total current liabilities | 60,406 | 59,779 |
Deferred revenue, net of current portion | 2,450 | 3,918 |
Operating lease liability, net of current portion | 240,071 | 244,013 |
Other non-current liabilities | 685 | 2,416 |
Total liabilities | 303,612 | 310,126 |
Commitments and contingencies (Note 8) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value; 10,000 shares authorized, 0 shares issued and outstanding at March 31, 2024 and December 31, 2023 | 0 | 0 |
Common stock, $0.0001 par value; 200,000 shares authorized, 51,404 and 50,632 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively | 5 | 5 |
Additional paid-in capital | 771,660 | 766,716 |
Accumulated other comprehensive loss | (336) | (204) |
Accumulated deficit | (563,890) | (511,217) |
Total stockholders’ equity | 207,439 | 255,300 |
Total liabilities and stockholders’ equity | $ 511,051 | $ 565,426 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 51,404,000 | 50,632,000 |
Common stock, shares outstanding (in shares) | 51,404,000 | 50,632,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenue: | ||
Collaborative arrangement revenue | $ 4,714 | $ 29,372 |
Total revenues | 12,435 | 41,621 |
Operating expenses: | ||
Research and development | 43,931 | 68,246 |
Cost of manufacturing for commercial collaboration | 3,269 | 3,654 |
Selling, general and administrative | 12,659 | 20,720 |
Share of collaboration loss | 1,230 | 0 |
Stock-based compensation expense | 4,230 | 0 |
Cost of royalty and other revenue | 0 | 641 |
Change in fair value of contingent consideration | (1,730) | 73 |
Total operating expenses | 63,589 | 93,334 |
Loss from operations | (51,154) | (51,713) |
Interest income, net | 2,861 | 2,049 |
Other income, net | 646 | 2,643 |
Loss on assets held for sale | (5,026) | 0 |
Loss before income taxes | (52,673) | (47,021) |
Income tax (expense) benefit | 0 | 0 |
Net loss | $ (52,673) | $ (47,021) |
Net loss per share - basic (in dollars per share) | $ (1.01) | $ (1.08) |
Net loss per share - diluted (in dollars per share) | $ (1.01) | $ (1.08) |
Weighted-average number of common shares used in computing net loss per share - basic (in shares) | 52,071,000 | 43,468,000 |
Weighted-average number of common shares used in computing net loss per share - diluted (in shares) | 52,071,000 | 43,468,000 |
Other comprehensive (loss) income: | ||
Other comprehensive (loss) income, net of tax benefit (expense) of $0.0 million and $0.0 million for the three months ended March 31, 2024 and 2023, respectively. | $ (132) | $ 927 |
Comprehensive loss | (52,805) | (46,094) |
Service revenue | ||
Revenue: | ||
Revenue | 7,721 | 10,826 |
Royalty and other revenue | ||
Revenue: | ||
Revenue | $ 0 | $ 1,423 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement [Abstract] | ||
Tax benefit (expense) | $ 0 | $ 0 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common stock | Additional paid-in capital | Accumulated other comprehensive loss | Accumulated deficit |
Beginning balance (in shares) at Dec. 31, 2022 | 37,928,000 | ||||
Beginning balance at Dec. 31, 2022 | $ 310,466 | $ 4 | $ 606,986 | $ (2,877) | $ (293,647) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Vesting of restricted stock units (in shares) | 237,000 | ||||
Exercise of stock options (in shares) | 1,000 | ||||
Exercise of stock options | 7 | 7 | |||
Issuance of common stock in private placement, net of issuance costs (in shares) | 10,870,000 | ||||
Issuance of common stock in public offering, net of issuance costs | 116,969 | $ 1 | 116,968 | ||
Issuance of common stock to Regeneron (in shares) | 1,115,000 | ||||
Issuance of common stock to Regeneron | 9,859 | 9,859 | |||
Stock-based compensation | 9,666 | 9,666 | |||
Purchase of common stock under ESPP (in shares) | 39,000 | ||||
Purchases of shares under ESPP | 451 | 451 | |||
Other comprehensive income | 927 | 927 | |||
Net loss | (47,021) | (47,021) | |||
Ending balance (in shares) at Mar. 31, 2023 | 50,190,000 | ||||
Ending balance at Mar. 31, 2023 | $ 401,324 | $ 5 | 743,937 | (1,950) | (340,668) |
Beginning balance (in shares) at Dec. 31, 2023 | 50,632,000 | 50,632,000 | |||
Beginning balance at Dec. 31, 2023 | $ 255,300 | $ 5 | 766,716 | (204) | (511,217) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Vesting of restricted stock units (in shares) | 695,000 | ||||
Stock-based compensation | 4,684 | 4,684 | |||
Purchase of common stock under ESPP (in shares) | 77,000 | ||||
Purchases of shares under ESPP | 260 | 260 | |||
Other comprehensive income | (132) | (132) | |||
Net loss | $ (52,673) | (52,673) | |||
Ending balance (in shares) at Mar. 31, 2024 | 51,404,000 | 51,404,000 | |||
Ending balance at Mar. 31, 2024 | $ 207,439 | $ 5 | $ 771,660 | $ (336) | $ (563,890) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (52,673) | $ (47,021) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Change in fair value of contingent consideration | (1,730) | 73 |
Depreciation and amortization | 2,107 | 2,255 |
Stock-based compensation expense | 4,684 | 9,666 |
Loss on assets held for sale | 5,026 | 0 |
Other non-cash items | (1,303) | (1,204) |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other assets | 1,520 | (14,103) |
Operating lease right-of-use assets | 4,641 | 5,621 |
Accounts payable | 3,254 | 7,072 |
Accrued expenses and other liabilities | (3,272) | (11,276) |
Operating lease liabilities | (3,596) | (3,218) |
Deferred revenue | (535) | 6,791 |
Collaboration research advancement | 0 | (3,744) |
Net cash used in operating activities | (41,877) | (49,088) |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (612) | (6,079) |
Proceeds from sale of equipment | 176 | 0 |
Purchases of marketable securities | (16,565) | (36,093) |
Proceeds from maturities of marketable securities | 40,000 | 86,976 |
Purchases of restricted investments | (6,166) | (2,506) |
Proceeds from maturities of restricted investments | 5,000 | 2,500 |
Net cash provided by investing activities | 21,833 | 44,798 |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock in public offering, net of issuance costs | 0 | 117,058 |
Proceeds from issuance of common stock to Regeneron, net of issuance costs | 0 | 9,876 |
Proceeds from exercise of stock options and ESPP contributions | 386 | 150 |
Net cash provided by financing activities | 386 | 127,084 |
(Decrease) increase in cash, cash equivalents and restricted cash and cash equivalents | (19,658) | 122,794 |
Cash, cash equivalents and restricted cash and cash equivalents at beginning of period | 76,683 | 72,290 |
Cash, cash equivalents and restricted cash and cash equivalents at end of period | 57,025 | 195,084 |
Reconciliation of cash, cash equivalents, and restricted cash and cash equivalents | ||
Cash and cash equivalents | 56,792 | 193,629 |
Restricted cash and cash equivalents included in restricted investments and other non-current assets | 233 | 1,455 |
Total cash, cash equivalents, and restricted cash and cash equivalents | 57,025 | 195,084 |
Supplemental cash flow disclosures: | ||
Purchases of property, plant and equipment included in accounts payable and accrued expenses | 95 | 2,342 |
Financing issuance costs included in accounts payable or accrued expenses | $ 0 | $ 106 |
Description of the business
Description of the business | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of the business | Description of the business 2seventy bio, Inc. (the “Company” or “2seventy bio”) was incorporated in Delaware on April 26, 2021 and is a cell and gene therapy company focused on the research, development, and commercialization of transformative treatments for cancer. The Company’s approach combines its expertise in T cell engineering technology and lentiviral vector gene delivery approaches, experience in research, development, and manufacturing of cell therapies and a suite of technologies that can be selectively deployed to develop highly innovative, targeted cellular therapies for patients with cancer. The Company, together with BMS, is delivering the first FDA-approved CAR T therapy in multiple myeloma, Abecma , to patients in the United States. Please refer to Note 11, Collaborative arrangements and strategic partnerships , for further discussion of the collaboration with BMS. 2seventy bio Securities Corporation is a wholly-owned subsidiary of the Company, was granted securities corporation status in Massachusetts for the 2021 tax year. 2seventy bio Securities Corporation has no employees. On January 29, 2024, the Company began undertaking a strategic realignment to focus on the development and commercialization of Abecma. In connection with the strategic realignment, the Company entered into an asset purchase agreement with Regeneron Pharmaceuticals, Inc. (“Regeneron”), to sell to Regeneron substantially all of the assets related to its oncology and autoimmune cell therapy programs (the “Transaction”) . Upon closing of the Transaction, which took place on April 1, 2024, Regeneron assumed all of the ongoing program, infrastructure and personnel costs related to these programs. Going concern In accordance with Accounting Standards Codification 205-40, Going Concern , the Company evaluated whether there are conditions and events, considered in the aggregate, that raise substantial doubt about its ability to continue as a going concern within one year after the date that the condensed consolidated financial statements are issued. The Company has incurred losses and has experienced negative operating cash flows for all historical periods presented. During the three months ended March 31, 2024, the Company incurred a net loss of $52.7 million and used $41.9 million of cash in operations. The Company expects to continue to generate operating losses and negative operating cash flows for the near future. As of March 31, 2024, the Company had cash, cash equivalents, and marketable securities of $181.4 million. Based on the Company’s current operating plans, including with respect to the ongoing commercialization of Abecma, the Company expects that its cash, cash equivalents, and marketable securities will be sufficient to fund current planned operations for at least the next twelve months from the date of issuance of these financial statements. The Company’s current operating plan is based on various assumptions. If the Company uses its capital resources sooner than expected, it would evaluate further reductions in its expense or obtaining additional financing. This may include pursuing a combination of public or private equity offerings, debt financings, collaborations, strategic alliances or licensing arrangements with third parties. This includes the potential sale of shares of the Company’s common stock of up to $150.0 million in gross proceeds under the at-the-market (“ATM”) facility established in November 2022 with Cowen and Company, LLC. No sales of common stock have occurred under this ATM as of the date of this Quarterly Report on Form 10-Q and the Company does not currently have any plans to sell shares under the ATM. |
Summary of significant accounti
Summary of significant accounting policies and basis of presentation | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Summary of significant accounting policies and basis of presentation | Summary of significant accounting policies and basis of presentation Significant accounting policies The significant accounting policies used in preparation of these condensed consolidated financial statements are consistent with those discussed in Note 2 to the consolidated financial statements for the year ended December 31, 2023 included in the Company’s 2023 annual report on Form 10-K, except as disclosed below: Contingent consideration receivable Under ASC 810, Consolidations, the Company has elected to use the loss recovery approach to account for contingent consideration receivables. Under this approach, if it is probable that contingent consideration will be received, an asset would be recognized and measured initially at the lesser of (i) the amount of probable future proceeds or (ii) the difference between the fair value of the consideration received, excluding the contingent consideration, and the carrying amount of the deconsolidated net assets. Basis of presentation The accompanying condensed consolidated financial statements reflect the historical results of the operations, financial position and cash flows of the Company and have been prepared by the Company in accordance with accounting principles generally accepted in the United States (“GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as included in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates of the Financial Accounting Standards Board. In the opinion of management, the unaudited interim condensed consolidated financial statements reflect all normal recurring adjustments considered necessary for a fair presentation of the Company’s financial position and the results of its operations for the interim periods presented. Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Actual results could materially differ from those estimates. Management considers many factors in selecting appropriate financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including: expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. This process may result in actual results differing materially from those estimated amounts used in the preparation of the financial statements. Estimates and judgments are used in the following areas, among others: future undiscounted cash flows and subsequent fair value estimates used to assess potential and measure any impairment of long-lived assets, including intangible assets, the measurement of right-of-use assets and lease liabilities, contingent consideration, stock-based compensation expense, accrued expenses, income taxes, and the assessment of the Company's ability to fund its operations for at least the next twelve months from the date of issuance of these financial statements. In addition, estimates and judgments are used in the Company’s accounting for its revenue-generating arrangements, in particular as it relates to determining the stand-alone selling price of performance obligations, evaluating whether an option to acquire additional goods and services represents a material right, estimating the total transaction price, including estimating variable consideration and the probability of achieving future potential development and regulatory milestones, assessing the period of performance over which revenue may be recognized, and accounting for modifications to revenue-generating arrangements. |
Assets held for sale
Assets held for sale | 3 Months Ended |
Mar. 31, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets held for sale | Assets held for sale In January 2024, the Company and Regeneron entered into an asset purchase agreement for the Transaction . The assets consist of property, plant and equipment and prepaid expenses. As consideration for the Asset Sale, Regeneron agreed to pay the Company an upfront payment of $5.0 million and contingent consideration based on regulatory approval and sales-based royalties. In accordance with Topic 360, Property, Plant, and Equipment , the Company determined that as of the signing of the asset purchase agreement in January 2024, the criterion to classify the assets to be sold to Regeneron as assets held for sale was met. The $17.8 million of property, plant and equipment and prepaid expenses to be sold to Regeneron were classified as assets held for sale on the Company’s condensed consolidated balance sheets as of March 31, 2024. |
Marketable securities
Marketable securities | 3 Months Ended |
Mar. 31, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable securities | Marketable securities The following table summarizes the marketable securities held at March 31, 2024 and December 31, 2023 (in thousands): Amortized Unrealized gains Unrealized losses Fair Value March 31, 2024 U.S. government agency securities and $ 83,312 $ 14 $ (63) $ 83,263 Commercial paper 41,334 6 (13) 41,327 Total $ 124,646 $ 20 $ (76) $ 124,590 December 31, 2023 U.S. government agency securities and $ 101,566 $ 144 $ (85) $ 101,625 Commercial paper 45,188 34 — 45,222 Total $ 146,754 $ 178 $ (85) $ 146,847 No available-for-sale debt securities held as of March 31, 2024 or December 31, 2023 had remaining maturities greater than five years. The following table summarizes available-for-sale debt securities in a continuous unrealized loss position for less than twelve months and twelve months or greater, and for which an allowance for credit losses has not been recorded at March 31, 2024 and December 31, 2023 (in thousands): Less than 12 months 12 months or greater Total Fair value Unrealized losses Fair value Unrealized losses Fair value Unrealized losses March 31, 2024 U.S. government agency securities and $ 22,160 $ (15) $ 26,687 $ (48) $ 48,847 $ (63) Commercial paper 16,626 (13) — — 16,626 (13) Total $ 38,786 $ (28) $ 26,687 $ (48) $ 65,473 $ (76) December 31, 2023 U.S. government agency securities and $ 45,850 $ (60) $ 1,475 $ (25) $ 47,325 $ (85) Total $ 45,850 $ (60) $ 1,475 $ (25) $ 47,325 $ (85) As discussed further in Note 8, Leases , to the consolidated financial statements included in the Company's 2023 annual report on Form 10-K, the Company maintains letters of credit related to its leases in Cambridge and Seattle. A portion of this collateral is classified as restricted investments and included within restricted investments and other non-current assets on the condensed consolidated balance sheets. The following table summarizes restricted investments held at March 31, 2024 and December 31, 2023 (in thousands): Amortized Unrealized gains Unrealized losses Fair Value March 31, 2024 U.S. government agency securities and $ 34,214 $ 19 $ (299) $ 33,934 Total $ 34,214 $ 19 $ (299) $ 33,934 December 31, 2023 U.S. government agency securities and $ 33,072 $ 67 $ (365) $ 32,774 Total $ 33,072 $ 67 $ (365) $ 32,774 The following table summarizes restricted investments in a continuous unrealized loss position for less than twelve months and twelve months or greater, and for which an allowance for credit losses has not been recorded at March 31, 2024 and December 31, 2023 (in thousands): Less than 12 months 12 months or greater Total Fair value Unrealized losses Fair value Unrealized losses Fair value Unrealized losses March 31, 2024 U.S. government agency securities and $ 13,602 $ (43) $ 10,318 $ (256) $ 23,920 $ (299) Total $ 13,602 $ (43) $ 10,318 $ (256) $ 23,920 $ (299) December 31, 2023 U.S. government agency securities and $ 3,496 $ (4) $ 13,266 $ (361) $ 16,762 $ (365) Total $ 3,496 $ (4) $ 13,266 $ (361) $ 16,762 $ (365) Accrued interest receivables on the Company's available-for-sale debt securities and restricted investments, included within receivables and other current assets in the Company’s condensed consolidated balance sheet, totaled $0.8 million as of March 31, 2024 and December 31, 2023. No accrued interest receivable was written off during the three months ended March 31, 2024 or 2023. The amortized cost of available-for-sale debt securities and restricted investments is adjusted for amortization of premiums and accretion of discounts to the earliest call date for premiums or to maturity for discounts. At March 31, 2024 and December 31, 2023, the balance in the Company’s accumulated other comprehensive loss was composed primarily of activity related to the Company’s available-for-sale debt securities and restricted investments. There were no material realized gains or losses recognized on the sale or maturity of available-for-sale securities or restricted investments during the three months ended March 31, 2024 and 2023. The Company determined that there was no material change in the credit risk of the above investments during the three months ended March 31, 2024. As such, an allowance for credit losses was not recognized. As of March 31, 2024, the Company does not intend to sell such securities and it is not more likely than not that the Company will be required to sell the securities before recovery of their amortized cost bases. |
Fair value measurements
Fair value measurements | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements | Fair value measurements The following table sets forth the Company’s assets and liabilities that are measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023 (in thousands): Total Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) March 31, 2024 Assets: Cash and cash equivalents $ 56,792 $ 56,792 $ — $ — Marketable securities: U.S. government agency securities and treasuries 83,263 — 83,263 — Commercial paper 41,327 — 41,327 — Restricted cash and cash equivalents 233 233 — — Restricted investments 33,934 — 33,934 — Total assets $ 215,549 $ 57,025 $ 158,524 $ — Liabilities: Contingent consideration $ 685 $ — $ — $ 685 Total liabilities $ 685 $ — $ — $ 685 December 31, 2023 Assets: Cash and cash equivalents $ 74,958 $ 74,958 $ — $ — Marketable securities: U.S. government agency securities and treasuries 101,625 — 101,625 — Commercial paper 45,222 — 45,222 — Restricted cash and cash equivalents 1,725 1,725 — Restricted investments 32,774 — 32,774 — Total assets $ 256,304 $ 76,683 $ 179,621 $ — Liabilities: Contingent consideration $ 2,415 $ — $ — $ 2,415 Total liabilities $ 2,415 $ — $ — $ 2,415 Contingent consideration In connection with bluebird bio's prior acquisition of Precision Genome Engineering, Inc. (“Pregenen”) in 2014, the Company may be required to pay future consideration that is contingent upon the achievement of certain commercial milestone events. Contingent consideration is measured at fair value and is based on significant unobservable inputs, which represents a Level 3 measurement within the fair value hierarchy. The valuation of contingent consideration uses assumptions the Company believes would be made by a market participant. The Company assesses these estimates on an on-going basis as additional data impacting the assumptions is obtained. Future changes in the fair value of contingent consideration related to updated assumptions and estimates are recognized within the condensed consolidated statements of operations and comprehensive loss. In the absence of new information related to the probability of milestone achievement, changes in fair value will reflect changing discount rates and the passage of time. Contingent consideration is included in other non-current liabilities on the condensed consolidated balance sheets. The table below provides a roll-forward of fair value of the Company’s contingent consideration obligations that include Level 3 inputs (in thousands): For the three months ended March 31, 2024 Beginning balance $ 2,415 Additions — Changes in fair value (1,730) Payments — Ending balance $ 685 Please refer to Note 9, Commitments and contingencies , for further information. |
Property, plant and equipment,
Property, plant and equipment, net | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property, plant and equipment, net | Property, plant and equipment, net Property, plant and equipment, net, consists of the following (in thousands): As of March 31, 2024 As of December 31, 2023 Computer equipment and software $ 5,844 $ 6,156 Office equipment 6,330 6,726 Laboratory equipment 4,328 43,209 Leasehold improvements 48,340 58,832 Construction-in-progress 16 138 Total property, plant and equipment 64,858 115,061 Less accumulated depreciation and amortization (26,624) (56,911) Property, plant and equipment, net $ 38,234 $ 58,150 For further detail regarding the classification of property, plant, and equipment included in the Asset Sale to Regeneron, please refer to Note 3, |
Accrued expenses and other curr
Accrued expenses and other current liabilities | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Accrued expenses and other current liabilities | Accrued expenses and other current liabilities Accrued expenses and other current liabilities consist of the following (in thousands): As of March 31, 2024 As of December 31, 2023 Collaboration research costs $ 9,041 $ 5,681 Employee compensation, including severances for restructuring 5,097 4,639 Royalties 2,684 9,702 Clinical and contract research organization costs 985 990 Manufacturing costs 497 1,764 Property, plant, and equipment — 279 Other 3,959 2,633 Total accrued expenses and other current liabilities $ 22,263 $ 25,688 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Leases | Leases The Company leases certain office and laboratory space, primarily located in Cambridge, Massachusetts and Seattle, Washington, that was assigned to it in connection with the separation. In connection with the Transaction, Regeneron agreed to sublease the Company’s facilities in Seattle, Washington and a portion of the Company’s facilities in Cambridge, Massachusetts. The expected sublease income will cover a majority of the future minimum commitments through 2027. The Company will remain the primary obligor of the leases. There have been no material changes to the lease obligations from those disclosed in Note 7, Leases , to the consolidated financial statements included in the Company's 2023 annual report on Form 10-K. |
Commitments and contingencies
Commitments and contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Commitments and contingencies Contingent consideration related to business combinations On June 30, 2014, bluebird bio acquired Pregenen. All assets, liabilities and future obligations related to the Pregenen acquisition, including the resulting goodwill and contingent consideration, were assumed by the Company in connection with the separation from bluebird bio. As of March 31, 2024, the Company may be required to make up to $99.9 million in contingent cash payments to the former equity holders of Pregenen upon the achievement of certain commercial milestones related to the Pregenen technology. In accordance with accounting guidance for business combinations, contingent consideration liabilities are required to be recognized on the condensed consolidated balance sheets at fair value. Estimating the fair value of contingent consideration requires the use of significant assumptions primarily relating to probabilities of successful achievement of certain clinical and commercial milestones, the expected timing in which these milestones will be achieved and discount rates. The use of different assumptions could result in materially different estimates of fair value. Please refer to Note 5, Fair value measurements, for further information. Other funding commitments Certain agreements that were assigned by bluebird bio to the Company in connection with the separation relate principally to licensed technology and may require future payments relating to milestones that may be met in subsequent periods or royalties on future sales of specified products. Additionally, to the extent an agreement relating to licensed technology was not assigned to the Company, bluebird bio entered into a sublicense with the Company, which may require the Company to make future milestone and/or royalty payments. Please refer to Note 11, Collaborative arrangements and strategic partnerships , for further information on the BMS, Regeneron, and Novo Nordisk A/S (“Novo”) agreements and to Note 12, Royalty and other revenue , for further information on license agreements. Based on the Company's development plans as of March 31, 2024, the Company may be obligated to make future development, regulatory and commercial milestone payments and royalty payments on future sales of specified products. Payments under these agreements generally become due and payable upon achievement of such milestones or sales. When the achievement of these milestones or sales has not occurred, such contingencies are not recorded in the Company’s financial statements. As further discussed in Note 11, Collaborative arrangements and strategic partnerships , BMS assumed responsibility for amounts due to licensors as a result of any future ex-U.S. sales of Abecma . Additionally, 2seventy bio is party to various contracts with contract research organizations and contract manufacturers that generally provide for termination on notice, with the exact amounts in the event of termination to be based on the timing of the termination and the terms of the agreement. There have been no material changes in future minimum purchase commitments from those disclosed in Note 8, Commitments and Contingencies , to the consolidated financial statements included in the Company's 2023 annual report on Form 10-K. Litigation From time to time, the Company expects to be party to various claims and complaints arising in the ordinary course of business. However, the Company is not currently a party to any litigation or legal proceedings that, in the opinion of its management, are probable of having a material adverse effect on its business. The Company enters into standard indemnification agreements in the ordinary course of business. Pursuant to these agreements, the Company indemnifies, holds harmless, and agrees to reimburse the indemnified party for losses suffered or incurred by the indemnified party, generally the Company’s business partners. In addition, pursuant to the separation agreement with bluebird bio, the Company indemnifies, holds harmless, and agrees to reimburse bluebird bio for its indemnification obligations with respect to the Company’s business partners, relating to the Company’s business or arising out of the Company’s activities, in the past or to be conducted in the future. The term of these indemnification agreements is generally perpetual any time after execution of the agreement. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited. Management does not believe that any ultimate liability resulting from any of these claims will have a material adverse effect on its results of operations, financial position, or liquidity. However, management cannot give any assurance regarding the ultimate outcome of any claims, and their resolution could be material to operating results for any particular period. The Company indemnifies each of its directors and officers for certain events or occurrences, subject to certain limits, while the officer or director is or was serving at the Company’s request in such capacity, as permitted under Delaware law and in accordance with its certificate of incorporation and by-laws and indemnification agreements entered into with each of its directors and officers. The term of the indemnification period will last as long as a director or officer may be subject to any proceeding arising out of acts or omissions of such director or officer in such capacity. The maximum amount of potential future indemnification is unlimited; however, the Company holds director and officer liability insurance. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Equity | Equity In January 2023, the Company entered into a Share Purchase Agreement with Regeneron, pursuant to which it sold 1,114,827 shares of its common stock to Regeneron, subject to certain restrictions, for an aggregate cash price of approximately $20.0 million. The purchase price represents $9.9 million worth of common stock plus a $10.1 million premium, which represents collaboration deferred revenue. Details regarding the recognition of this deferred revenue as revenue are included below in Note 11, Collaborative arrangements and strategic partnerships. In March 2023, the Company sold 10,869,566 shares of common stock through an underwritten public offering at a price per share of $11.50. This resulted in aggregate net proceeds to the Company of approximately $117.0 million, after deducting underwriting fees and offering expenses. The underwriters did not exercise their option to purchase up to 1,630,434 additional shares of common stock and therefore no additional proceeds were received. |
Collaborative arrangements and
Collaborative arrangements and strategic partnerships | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Collaborative arrangements and strategic partnerships | Collaborative arrangements and strategic partnerships To date, the Company’s service and collaborative arrangement revenue has been primarily generated from collaboration arrangements with BMS, Regeneron, and Novo, each as further described below. These agreements were assumed by the Company in connection with the separation from bluebird bio as described in Note 14. Bristol-Myers Squibb BMS Collaboration Agreement In March 2013, bluebird bio entered into a collaboration agreement with BMS. The details of the collaboration agreements and the payments the Company has received, and is entitled to receive, are further described in Note 10, Collaborative arrangements and strategic partnerships , to the consolidated financial statements included in the Company's 2023 annual report on Form 10-K. During the second quarter of 2023, the Company entered into an amendment to the collaboration agreement with BMS to assign future manufacturing of lentiviral vector to BMS, as further described in Note 8, Commitments and contingencies , to the consolidated financial statements included in the Company's 2023 annual report on Form 10-K. Abecma Under the collaboration agreement with BMS, the Company shares equally in the profit and loss related to the development and commercialization of ide-cel in the United States (marketed as Abecma ). If the Company were to choose to terminate its existing agreement with BMS, it would be entitled to a mid-single digit to low teens royalty based on a percentage of net sales of Abecma in the United States with 90 days’ notice. The Company has no remaining financial rights with respect to the development or commercialization of ide-cel outside of the United States. The Company accounts for its collaborative arrangement efforts with BMS in the United States within the scope of ASC 808 given that both parties are active participants in the activities and both parties are exposed to significant risks and rewards dependent on the commercial success of the activities. The calculation of collaborative activity to be recognized for joint Abecma efforts in the United States is performed on a quarterly basis and is independent of previous quarterly activity. This may result in fluctuations between revenue and expense recognition period over period, depending on the varying extent of effort performed by each party during the period. The Company recognizes revenue related to the combined unit of accounting for the ex-U.S. license and lentiviral vector manufacturing services under Topic 606. Ide-cel U.S. Share of Collaboration Profit or Loss The U.S. commercial and development activities under the First Amendment to the Amended and Restated Co-Development, Co-Promote and Profit Share Agreement (the “Amended Ide-Cel CCPS”) are within the scope of ASC 808. On a quarterly basis, the Company determines its share of collaboration profit or loss for commercial activities (i.e. commercial sales of Abecma by BMS). The Company’s share of any collaboration profit for commercial activities is recognized as collaborative arrangement revenue and its share of any collaboration loss for commercial activity is recognized as an operating expense and classified as share of collaboration loss on the Company's condensed consolidated statement of operations and comprehensive loss. The Company is also responsible for equally sharing in the ongoing ide-cel research and development activities being conducted by BMS in the United States as BMS continues conducting ongoing clinical studies to support the use of Abecma in earlier lines of therapy and both companies continue to develop suspension lentiviral vector to be used in the manufacture of Abecma . The net amount owed to BMS for research and development activities determined on a quarterly basis is classified as research and development expense on the statements of operations and comprehensive loss. If BMS is obligated to reimburse the Company because the Company’s research and development costs exceeds BMS’ research and development costs in a particular quarterly period, the net amount is recorded as collaborative arrangement revenue. The following tables summarize the components utilized in the Company’s quarterly calculation of collaborative arrangement revenue or share of collaboration loss under the BMS collaboration arrangement for the three months ended March 31, 2024 and 2023 (in thousands). The amounts reported for these periods represent the Company’s share of BMS’ Abecma product revenue, cost of goods sold, and selling costs, along with reimbursement by BMS of commercial costs incurred by the Company, and exclude expenses related to ongoing development, which are separately reflected in the consolidated statements of operations and comprehensive loss as described below. For the three months ended March 31, Abecma U.S. Collaboration Profit/Loss Share 2024 2023 2seventy's share of profits (losses), net of 2seventy's share of BMS costs for commercial activities $ (1,975) $ 21,581 Reimbursement from BMS for 2seventy costs of commercial manufacturing and commercial activities 745 1,380 Collaborative arrangement revenue (1) $ — $ 22,961 Share of collaboration loss (1) $ (1,230) $ — (1) As noted above, the calculation is performed on a quarterly basis and consists of 2seventy's share of profits, net of 2seventy's share of BMS costs for commercial activities, offset by reimbursement from BMS for 2seventy commercial activities. The calculation is independent of previous activity, which may result in fluctuations between revenue and expense recognition period over period. The following tables summarize the amounts associated with the research activities under the collaboration included in research and development expense or recognized as collaborative arrangement revenue for the three months ended March 31, 2024 and 2023 (in thousands): For the three months ended March 31, Abecma U.S. Collaboration Net R&D Expenses 2024 2023 2seventy's obligation for its share of BMS research and development expenses $ (6,963) $ (9,461) Reimbursement from BMS for 2seventy research and development expenses 224 4,590 Net R&D expense (1) $ (6,739) $ (4,871) (1) As noted above, the calculation is performed on a quarterly basis and consists of 2seventy bio's obligation for its share of BMS research and development expenses, offset by reimbursement from BMS for 2seventy bio’s research and development expenses. Ide-cel ex-U.S. Service Revenue The Company accounts for any ex-U.S. activities under the Amended Ide-cel CCPS pursuant to ASC 606. The following table summarizes the revenue recognized related to ide-cel ex-U.S. activities for the three months ended March 31, 2024 and 2023 (in thousands). These amounts are reflected in service revenue in the consolidated statements of operations and comprehensive loss: For the three months ended March 31, 2024 2023 ASC 606 ide-cel license and manufacturing revenue – ex-U.S. (included as a component of service revenue) (1) $ 2,201 $ 6,123 (1) These amounts include reimbursements from BMS to the Company for the Company’s ex-U.S. quality and other manufacturing costs associated with the manufacture of Abecma inventory. Regeneron Please refer to Note 18, Subsequent Events , for further information on the terms of the Transaction to Regeneron. Upon closing of the Transaction on April 1, 2024, the Collaboration Agreement with Regeneron described below was terminated. Please refer to Note 3, Assets held for sale for further information regarding the accounting treatment for the termination. Regeneron Collaboration Agreement In August 2018, bluebird bio entered into a Collaboration Agreement (the “Regeneron Collaboration Agreement”) with Regeneron pursuant to which the parties will apply their respective technology platforms to the discovery, development, and commercialization of novel immune cell therapies for cancer. In August 2018, following the completion of required regulatory reviews, the Regeneron Collaboration Agreement became effective. As noted above, the agreement was assumed by the Company in connection with the separation. Under the terms of the agreement, the parties will leverage Regeneron’s proprietary platform technologies for the discovery and characterization of fully human antibodies, as well as T cell receptors directed against tumor-specific proteins and peptides and the Company will contribute its field-leading expertise in gene therapy. In accordance with the Regeneron Collaboration Agreement, the parties jointly selected six initial targets and intend to equally share the costs of research up to the point of submitting an Investigational New Drug (“IND”) application for a potential gene therapy product directed to a particular target. Additional targets may be selected to add to or replace any of the initial targets during the five-year research collaboration term as agreed to by the parties. Regeneron will accrue a certain number of option rights exercisable against targets as the parties reach certain milestones under the terms of the agreement. Upon the acceptance of an IND for the first product candidate directed to a target, Regeneron will have the right to exercise an option for co-development/co-commercialization of product candidates directed to such target on a worldwide or applicable opt-in territory basis, with certain exceptions. Where Regeneron chooses to opt-in, the parties will share equally in the costs of development and commercialization and will share equally in any profits or losses therefrom in applicable opt-in territories. Outside of the applicable opt-in territories, the target becomes a licensed target and Regeneron would be eligible to receive, with respect to any resulting product, milestone payments of up to $130.0 million per product and royalties on net sales outside of the applicable opt-in territories at a rate ranging from the mid-single digits to low-double digits. A target would also become a licensed target in the event Regeneron does not have an option to such target, or Regeneron does not exercise its option with respect to such target. Either party may terminate a given research program directed to a particular target for convenience, and the other party may elect to continue such research program at its expense, receiving applicable cross-licenses. The terminating party will receive licensed product royalties and milestone payments on the potential applicable gene therapy products. Where the Company terminates a given research program for convenience, and Regeneron elects to continue such research program, the parties will enter into a transitional services agreement. Under certain conditions, following its opt-in, Regeneron may terminate a given collaboration program and the Company may elect to continue the development and commercialization of the applicable potential gene therapy products as licensed products. First Amendment to the Regeneron Collaboration Agreement In January 2023, 2seventy bio and Regeneron announced an amendment to the Regeneron Collaboration Agreement (the “Amendment”), to amend and extend their current agreement, applying their respective technology platforms to the discovery, development and commercialization of novel immune cell therapies for cancer. Under the Amendment, the parties have identified four research targets to advance the next stage of research therapies. The parties will continue sharing costs for these activities in a manner largely consistent with the existing agreement, with Regeneron now covering 75% of eligible late-stage research costs to study combinations and 100% of the costs for the arms of clinical studies that include Regeneron agents through regulatory approval of two of the four targets. For other programs, cost-sharing will follow the existing 50/50 cost sharing agreement. Additionally, Regeneron will make one-time milestone payments for each of the first Clinical Candidate directed to MUC-16 and the first Clinical Candidate directed to a selected early stage research target to achieve the applicable milestones. Clinical Candidate milestone events and payments include: • $2.0 million payment from Regeneron for Development Candidate Nomination; • $3.0 million payment from Regeneron for IND Acceptance; and • $5.0 million payment from Regeneron for the Earlier of (i) last patient dosed with a Monotherapy Regimen and (ii) dosing of the 10th patient in a Clinical Trial included in an Approved Research/ Development Plan. The Development Candidate Nomination for MUC-16 has already occurred and will not be due until the Clinical Candidate milestone event (IND Acceptance) is achieved for MUC-16 at which time the first milestone will be reduced to $1.0 million for a total amount due for the two milestones related to MUC-16 of $4.0 million. Regeneron Share Purchase Agreements A Share Purchase Agreement (“SPA”) was entered into by bluebird bio and Regeneron in August 2018. In August 2018, on the closing date of the transaction, bluebird bio issued to Regeneron 0.4 million shares of bluebird bio’s common stock, subject to certain restrictions, for $238.10 per share, or $100.0 million in the aggregate. Following the spin-off, Regeneron held approximately 0.1 million shares of 2seventy bio’s common stock, subject to certain restrictions. The purchase price represents $63.0 million worth of common stock plus a $37.0 million premium, which represents a collaboration research advancement, or credit to be applied to Regeneron’s initial 50 percent funding obligation for collaboration research, after which the collaborators will continue to fund ongoing research equally. The collaboration research advancement only applies to pre-IND research activities and is not refundable or creditable against post-IND research activities for any programs where Regeneron exercises its opt-in rights. In connection with the Amendment, the Company entered into a SPA with Regeneron pursuant to which the Company sold 1.1 million shares of its common stock, subject to certain restrictions, for $17.94 per share, to Regeneron for an aggregate cash price of approximately $20.0 million. The purchase price represents $9.9 million worth of common stock plus a $10.1 million premium, which represents deferred revenue. Accounting analysis – 2018 Regeneron Collaboration Agreement At the commencement of the original Regeneron Collaboration Agreement, two units of accounting were identified, which are the issuance of 0.4 million shares of bluebird bio’s common stock and joint research activities during the five-year research collaboration term. The Company determined the total transaction price to be $100.0 million, which comprises $54.5 million attributed to the bluebird bio equity sold to Regeneron and $45.5 million attributed to the joint research activities. In determining the fair value of the bluebird bio common stock at closing, the Company considered the closing price of the bluebird bio common stock on the closing date of the transaction and included a lack of marketability discount because Regeneron received shares subject to certain restrictions. The Company analyzed the joint research activities to assess whether they fall within the scope of ASC 808, and will reassess this throughout the life of the arrangement based on changes in the roles and responsibilities of the parties. Based on the terms of the arrangement as outlined above, for the collaboration research performed prior to submission of an IND application for a potential gene therapy product, both parties are deemed to be active participants in the collaboration. Both parties are performing research and development activities and will share equally in these costs through IND submission. Additionally, Regeneron and the Company are exposed to significant risks and rewards dependent on the commercial success of any product candidates that may result from the collaboration. As such, the collaboration arrangement is deemed to be within the scope of ASC 808. The $45.5 million attributed to the joint research activities includes the $37.0 million creditable against amounts owed to the Company by Regeneron. The collaboration research advancement will be reduced over time for amounts due to the Company by Regeneron as a result of the parties agreeing to share in the costs of collaboration research equally. The remainder of $8.5 million will be attributed to the joint research activities and recognized over the five-year research collaboration term. As of December 31, 2022, $1.1 million of the premium remained to be recognized. Consistent with its collaboration accounting policy, the Company will recognize collaboration revenue or research and development expense related to the joint research activities in future periods depending on the amounts incurred by each party in a given reporting period. That is, if the Company’s research costs incurred exceed those research costs incurred by Regeneron in a given quarter, the Company will record collaboration revenue and reduce the original $37.0 million advance by the amount due from Regeneron until such advancement is fully utilized, after which the Company would record an amount due from Regeneron. If Regeneron’s research costs incurred exceed those research costs incurred by the Company in a given quarter, the Company will record research and development expense and record a liability for the amount due to Regeneron. As of December 31, 2022, the Company had $3.7 million of collaboration research advancement credit attributed to the joint research activities still to be recognized. The research credit was fully utilized in the first quarter of 2023. Accounting analysis - Regeneron Amendment At the commencement of the Amendment, the Company identified two units of accounting, including the issuance of 1.1 million shares of 2seventy bio common stock and joint research activities under the amended agreement. The Company determined the total transaction price to be $20.0 million, which comprises $9.9 million of 2seventy bio equity sold to Regeneron and $10.1 million attributed to joint research activities. In determining the fair value of 2seventy bio common stock at closing, the Company considered the closing price of 2seventy bio common stock on the closing date of the transaction and included a lack of marketability discount because Regeneron received shares subject to certain restrictions. Consistent with the original Regeneron Collaboration Agreement, the Company assessed whether the joint research activities under the Amendment fell within the scope of ASC 808 and will reassess this throughout the life of the arrangement based on changes in the roles and responsibilities of the parties. Based on the terms of the amended arrangement as outlined above, for the collaboration research performed prior to submission of an IND application for a potential gene therapy product, both parties continue to be active participants in the collaboration. Both parties continue to perform research and development activities and will share in these costs through IND submission. Additionally, Regeneron and the Company continue to be exposed to significant risks and rewards dependent on the commercial success of any product candidates that may result from the collaboration. As such, the collaboration arrangement is deemed to be within the scope of ASC 808. The Company continues to apply ASC 606 by analogy to determine the measurement and recognition of the consideration received from Regeneron. The Company analogized to the contract modification guidance in ASC 606 to account for the scope and pricing changes contained in the Amendment. The Company concluded the four targets outlined in the joint research activities within the Amendment are now four distinct performance obligations. Based on this, the Company treated the modification as a termination of the existing contract and a creation of a new contract. The remaining premium of $1.1 million that had not been recognized as of December 31, 2022 was allocated with the $10.1 million premium attributed to joint research activities from the Amendment, for a total of $11.2 million. This amount is recognized through the filing of IND for each individual target, allocated among the four distinct performance obligations based on the stand-alone selling price of each target performance obligation. Future milestones continue to be fully constrained until such time as the achievement of such milestones are considered probable. The Company concluded that it continues to satisfy its obligations over-time as Regeneron receives the benefit of the research activities as the activities are performed. The Company determined the most appropriate method to track progress towards completion of the four performance obligations is an input method that is based on costs incurred. There are significant judgments and estimates inherent in the determination of the costs to be incurred for the research and development activities related to the collaboration with Regeneron. These estimates and assumptions include a number of objective and subjective factors, including the likelihood that a target will be successfully developed through its IND filing and the estimated costs associated with such development, including the potential third-party costs related to each target’s IND-enabling study. Any changes to these estimates will be recognized in the period in which they change as a cumulative catch-up. As noted, the four targets represent four distinct performance obligations and as such, the Company has allocated the total transaction price of $11.2 million among the four performance obligations based on the stand-alone selling price of each target. The following table summarizes the allocation of the transaction price to each performance obligation and the amount of the allocated transaction price that is unsatisfied or partially unsatisfied as of March 31, 2024, which the Company expects to recognize as revenue as the targets progress through each of the target’s respective IND filing (in thousands): Performance Obligation Allocation of Transaction Price Unsatisfied Portion of Transaction Price MUC16 Mono/Combo & Next Gen Therapies $ 1,905 $ — MAGE-A4 178 — Early Research Target (1) 8,701 7,394 Early Research Target (2) 475 392 Total $ 11,259 $ 7,786 As of March 31, 2024, approximately $7.8 million remains in collaboration deferred revenue, of which $5.3 million is included in deferred revenue, current portion and $2.5 million is included in deferred revenue, net of current portion on the condensed consolidated balance sheets. As part of the Asset Sale, the total deferred revenue of $7.8 million will be derecognized. Refer to Note 3, Assets held for sale , for further detail. During the first quarter of 2024, the Company received a milestone payment of $4.0 million from Regeneron relating to IND acceptance for the MUC16 target. As the filing of IND for the target is complete, the performance obligation relating to the target is satisfied and the Company recognized the full $4.0 million as service revenue on the condensed consolidated statement of operations for the three months ended March 31, 2024 under ASC 606. The Company recognized $4.7 million and $6.4 million of collaborative arrangement revenue from the Regeneron Collaboration Agreement for the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024, amounts due from Regeneron total $4.2 million, included within receivables and other current assets on the condensed consolidated balance sheets. JW Therapeutics Please refer to Note 18, Subsequent Events , for further information on the terms of the Transaction with Regeneron. Upon closing of the Transaction on April 1, 2024, this program was assumed by Regeneron, including all upfront milestone and royalty payments to be made by JW, if any. In October 2022, the Company entered into a strategic alliance with JW (Cayman) Therapeutics Co., Ltd. (“JW”) to establish a translational and clinical cell therapy development platform designed to more rapidly explore T cell-based immunotherapy therapy products in the Chinese mainland, Hong Kong (China), and Macao (China). The initial focus of the collaboration is the Company’s MAGE-A4 TCR program in solid tumors which is being developed as part of its collaboration with Regeneron. Under the terms of the agreement, the Company will grant JW a license for the MAGE-A4 cell therapy in the Chinese mainland, Hong Kong (China), and Macao (China). JW will be responsible for development, manufacturing, and commercialization of the Initial Product within China. The Company is eligible to receive milestones and royalties on product revenues in China. The Company and Regeneron will equally share all payments received from JW, including but not limited to all upfront, milestone and royalty payments made by JW to the Company. The Company and Regeneron will also equally share all costs for any eligible expenses incurred in accordance with the terms of the Regeneron Collaboration Agreement. Additionally, the Company may leverage the early clinical data generated under the collaboration to support development in other geographies. Accounting Analysis - JW The Company concluded JW is a customer, and as such, the arrangement falls within the scope of Topic 606. Two performance obligations were identified within the contract consisting of (i) a license for the MAGE-A4 cell therapy, including a transfer of technology as agreed upon by both parties and (ii) vector supply necessary to conduct a Phase 1 clinical trial. The Company has concluded the manufacturing and supply of vector is a distinct performance obligation from the license for MAGE-A4 cell therapy because there are other vendors that could provide the necessary supply. At contract inception, the Company determined the unconstrained transaction price was $7.3 million, consisting of the $3.0 million up-front consideration and $4.3 million consisting of variable consideration for the reimbursement of vector supply. JW provided the Company with a $3.0 million upfront payment related to the granting of a license for MAGE-A4 cell therapy and the transfer of technology for the development of the Initial Product in which the Company shared equally with Regeneron. During the first quarter of 2023, the Company completed the full transfer of the license of IP related to MAGEA4 cell therapy along with the technology transfer, and as such, the upfront payment received from JW was recognized as service revenue during the first quarter of 2023. The transaction price of $4.3 million related to the supply of vector consists of variable consideration based upon the estimated amount of vector needed in the development and commercialization for the initial Phase 1 clinical trial which the Company will also share equally with Regeneron. As of March 31, 2024, the unsatisfied portion of the variable consideration for the reimbursement of vector supply is $3.7 million. Novo Nordisk Novo Collaboration and License Agreement In December 2021, the Company entered into a Collaboration and License Agreement (the “Novo Collaboration Agreement”) with Novo for the discovery, development, and commercialization of a potential new gene therapy in hemophilia A. The Company and Novo have agreed to develop an initial research program with the goal of researching and developing a lead candidate directed to hemophilia A. The Company will provide Novo with research licenses to support the companies’ activities during the initial research program and an option to enable Novo to obtain an exclusive license to commercialize the product derived from or containing compounds developed during the initial research program. Under the terms of the Novo Collaboration Agreement, Novo agreed to pay the Company: • a non-refundable, non-creditable upfront payment of $5.0 million; • $15.0 million upon achievement of certain scientific milestones during the initial research program, or $9.0 million should Novo decide to continue the initial research program without achieving the scientific milestones; • up to $26.0 million of exclusive license fees for the development, manufacture, and commercialization of the product should Novo exercise its option; and, • up to $72.0 million in development and commercialization milestones. Novo also agreed to reimburse the Company for research costs incurred in connection with the research program up to a mutually agreed upon amount. If Novo exercises its option to obtain a license to commercialize the product developed during the initial research program, the Company is also eligible to receive a mid-single digit percentage of royalties on product sales on a country-by-country and product-by-product basis, subject to certain royalty step-down provisions set forth in the agreement. Accounting Analysis - Novo The Company concluded that Novo is a customer, and as such, the arrangement falls within the scope of Topic 606. The Company identified two performance obligations consisting of (i) the research license and research and development services to be provided during the initial research program and (ii) a material right related to Novo’s option to obtain an exclusive license for the development, manufacture, and commercialization of the product developed during the initial research program. The Company determined that the research license and research and development services promises were not separately identifiable and were not distinct or distinct within the context of the contract due to the specialized nature of the services to be provided by 2seventy, specifically with respect to the Company’s expertise related to gene therapy and the interdependent relationship between the promises. The material right is considered a separate performance obligation pursuant to the provisions of Topic 606. At contract inception, the Company determined the unconstrained transaction price was $11.7 million, consisting of the $5.0 million in up-front consideration and the $6.7 million in reimbursement for the research and development services. Variable consideration associated with the scientific milestones was fully constrained due to the uncertainty associated with the outcome of the research efforts under the initial research program. The Company allocated $6.7 million of the transaction price to the research services and $5.0 million to the material right using a relative selling price methodology. Management will re-evaluate the transaction price at the end of each reporting period and as uncertain events are resolved or other changes in circumstances occur and adjust the transaction price as necessary. In April 2023, the Company achieved positive proof of concept, preclinical data related to its joint research and development collaboration with Novo. This achievement triggered a $15.0 million milestone payment to the Company under the terms of the Novo Collaboration Agreement. Following the achievement of this milestone, Novo may elect to exercise an option to in-license technology from a third party in connection with the Novo Collaboration Agreement, for which the Company is responsible in making a $9.0 million payment to such third party. Novo exercised its option to in-license technology from a third party in connection with the Novo Collaboration Agreement, which triggered the aforementioned $9.0 million payment by the Company to such third party. The remaining $6.0 million, of the $15.0 million proof of concept milestone, is allocated to the material right alongside the $5.0 million upfront payment. The total $11.0 million is included in deferred revenue, net of current portion, as of March 31, 2024, and will be recognized when Novo exercises its option to obtain a license to commercialize the product developed. Revenue associated with the research and development performance obligation will be recognized as services are provided and costs are incurred. For the three months ended March 31, 2024, and 2023, the Company recognized $1.5 million and $1.7 million of service revenue under this agreement, respectively. |
Royalty and other revenue
Royalty and other revenue | 3 Months Ended |
Mar. 31, 2024 | |
License And Royalty Revenue [Abstract] | |
Royalty and other revenue | Royalty and other revenue bluebird bio has out-licensed intellectual property to various third parties. Under the terms of these agreements, some of which were assumed by the Company in connection with the separation, bluebird bio and the Company may be entitled to royalties and milestone payments. Juno Therapeutics In May 2020, bluebird bio entered into a non-exclusive license agreement with Juno Therapeutics, Inc. (“Juno”), a wholly-owned subsidiary of BMS, related to lentiviral vector technology to develop and commercialize CD-19-directed CAR T cell therapies. The agreement was assumed by the Company in connection with the separation. Royalty revenue recognized from sales of lisocabtagene maraleucel is included within royalty and other revenue in the condensed consolidated statement of operations and comprehensive loss. As of August 24, 2023, the royalty term of this license agreement ended, and the Company will no longer receive royalties from sales of lisocabtagene maraleucel. The Company recognized $0.0 million and $1.4 million of royalty and other revenue for the three months ended March 31, 2024, and 2023, respectively. |
Stock-based compensation
Stock-based compensation | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based compensation | Stock-based compensation In connection with 2seventy bio’s separation from bluebird bio in 2021, under the provisions of the existing plans, the outstanding bluebird bio equity awards were adjusted in accordance with the terms of the employee matters agreement (equitable adjustment) to preserve the intrinsic value of the awards immediately before and after distribution. Refer to Note 13, Stock-based compensation , to the consolidated financial statements included in our annual report on Form 10-K for the year ended December 31, 2023 for details on the conversion methodology of the equity awards. In October 2021, the Company’s board of directors adopted the 2021 Stock Option and Incentive Plan (“2021 Plan”) which allows for the granting of incentive stock options, non-qualified stock options, restricted stock units, performance-based restricted stock units, and restricted stock awards to 2seventy bio’s employees, members of the board of directors, and consultants of 2seventy bio, including those who became employees of the Company in connection with the separation. Shares of the Company’s common stock underlie all awards granted under the 2021 Plan. Stock-based compensation expense Stock-based compensation expense includes compensation cost related to 2seventy bio equity awards held by its employees as well as bluebird bio equity awards issued upon separation to its employees. Stock-based compensation expense recognized by award type was as follows (in thousands): For the three months ended March 31, 2024 2023 Stock options $ 1,843 $ 3,865 Restricted stock units 2,778 5,727 Employee Stock Purchase Plan 63 74 $ 4,684 $ 9,666 Stock-based compensation expense by classification included within the condensed consolidated statements of operations and comprehensive loss was as follows (in thousands): For the three months ended March 31, 2024 2023 Research and development $ 1,645 $ 3,618 Selling, general and administrative 2,528 6,048 Restructuring expenses 511 — $ 4,684 $ 9,666 Employee Stock Purchase Plan During the three months ended March 31, 2024, 0.1 million shares of common stock were issued under the Company’s 2021 Employee Stock Purchase Plan (“ESPP”). |
Related-party transactions
Related-party transactions | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
Related-party transactions | Related-party transactions Relationship with bluebird bio In January 2021, bluebird bio, Inc. (“bluebird bio”) announced its plans to separate oncology portfolio and programs from its severe genetic disease portfolio and programs, and spin off its oncology portfolio and programs into a separate, publicly traded company (the “Separation”). In connection with the Separation, the Company entered into certain agreements pursuant to which the separation of its business from bluebird bio was effected and that govern its relationship with bluebird bio going forward. The separation agreement, tax matters agreement, employee matters agreement, intellectual property license agreement (“License Agreement”) and two transition services agreements are described in Note 14, Related-party transactions |
Income taxes
Income taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income taxes | Income taxesDeferred taxes are recognized for temporary differences between the basis of assets and liabilities for financial statement and income tax purposes. A valuation allowance is recorded against deferred tax assets if it is more likely than not that some or all of the deferred tax assets will not be realized. Due to the uncertainty surrounding the realization of the favorable tax attributes in future tax returns, the Company has recorded a full valuation allowance against the Company’s otherwise recognizable net deferred tax assets. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The following common stock equivalents were excluded from the calculation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect (in thousands): For the three months ended March 31, 2024 2023 Outstanding stock options (1) 3,974 3,571 Restricted stock units (1) 1,932 2,678 ESPP shares — — 5,906 6,249 (1) Outstanding stock options and restricted stock units include awards outstanding to employees of bluebird bio. As described further in Note 9, Stockholders’ equity |
Corporate Restructuring
Corporate Restructuring | 3 Months Ended |
Mar. 31, 2024 | |
Restructuring and Related Activities [Abstract] | |
Corporate Restructuring | Corporate Restructuring September 2023 Restructuring Plan In August 2023, the Company’s board of directors approved a restructuring plan (the “2023 Restructuring Plan”) to conserve financial resources and better align the Company’s workforce with current business needs. As part of the 2023 Restructuring Plan, the Company's workforce was reduced by approximately 40% in September 2023. The Company’s 2023 Restructuring Plan is substantially complete as of March 31, 2024. In connection with the 2023 Restructuring Plan, the Company incurred $8.6 million of one-time costs relating to severance and retention packages and related benefits. These costs were recognized in the third quarter of 2023, in accordance with ASC 420, Exit and Disposal Activities, and were included in restructuring expenses on the condensed consolidated statements of operations and comprehensive loss. Since inception of the 2023 Restructuring Plan, the Company has paid a total of $8.4 million of the accrued restructuring costs. The remaining accrued liability for the plan is approximately $0.2 million as of March 31, 2024 and is included in accrued expenses and other current liabilities on the condensed consolidated balance sheets. January 2024 Restructuring Plan In January 2024, the Company announced a strategic path forward to focus exclusively on the commercialization and development of Abecma . In connection with the Company’s strategic re-alignment, the Company entered into an asset purchase agreement with Regeneron to sell the Company’s oncology and autoimmune research and development programs, clinical manufacturing capabilities, and related platform technologies which closed on April 1, 2024. Approximately 62% of the workforce that was left following completion of the Restructuring Plan transitioned to Regeneron as a part of the Transaction. Additionally, as part of the strategic re-alignment, the Company’s board of directors approved a restructuring plan (the “2024 Restructuring Plan”) to further reduce its remaining workforce by approximately 14%. The Company expects the 2024 Restructuring Plan to be substantially complete by October 2024. In connection with the 2024 Restructuring Plan, the Company expects to incur approximately $6.9 million of costs for severance and related benefits and stock-based compensation expense. These costs will be recognized over the period from January 2024 through October 2024, and are disclosed as restructuring expenses on the condensed consolidated statements of operations and comprehensive loss. The table below summarizes the expenses recognized and expected to be recognized under the 2024 Restructuring Plan as of March 31, 2024: Expense recognized for the three months ended March 31, 2024 Total expense expected to be recognized Cash-related restructuring expenses: Severance and related benefits $ 3,720 $ 5,815 Non-cash expenses: Stock-based compensation expense 510 1,037 Total restructuring expenses $ 4,230 $ 6,852 The following table summarizes the cash-related restructuring accrued liabilities activity recorded in connection with the 2024 Restructuring Plan for the three months ended March 31, 2024: For the three months ended March 31, 2024 Beginning balance at January 1, 2024 $ — Cash-related expenses recognized 3,720 Cash-related expenses paid (667) Reversal of excess accrual — Remaining accrual at March 31, 2024 (1) $ 3,053 (1) |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On April 1, 2024, the Company completed the Transaction, pursuant to which the Company agreed to sell to Regeneron the Company’s oncology and autoimmune research and development programs, clinical manufacturing capabilities, and related platform technologies. Pursuant to the Asset Purchase Agreement dated January 29, 2024 (the “Asset Purchase Agreement”), in consideration for the Transferred Assets, at the closing of the Transaction, Regeneron made an upfront payment to the Company of $5.0 million in cash and also assumed certain liabilities of the Company arising after the Closing Date, including liabilities (i) related to the conduct of the R&D Pipeline Programs, (ii) under transferred contracts and (iii) with respect to certain of the Company’s employees (collectively, the “Assumed Liabilities”). In addition to the upfront consideration, Regeneron has agreed to pay the Company (i) a one-time $10.0 million milestone payment (“Milestone Payment”) upon the earlier of (a) the first receipt of regulatory approval and (b) the first commercial sale for the first product candidate within the Transferred Assets in certain specified countries and (ii) agreed-upon royalty payments (“Net Sales Payments”) based on net sales of the product candidates if commercialized. In connection with the Asset Purchase Agreement, Regeneron also agreed to sublease the Company’s facilities in Seattle, Washington, and a portion of the Company’s facilities in Cambridge, Massachusetts (collectively, the “Premises”). The Company also entered into a facilities service agreement to provide certain facilities and administrative services to Regeneron as it relates to the Premises. In addition, the Company and Regeneron entered into a transition services agreement at the closing of the Transaction under which the Company agreed to provide agreed upon services to Regeneron for a period up to one year following the close of the Transaction, subject to early termination. Lastly, effective as of the Closing Date, the Regeneron Collaboration Agreement was terminated. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net loss | $ (52,673) | $ (47,021) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of significant accoun_2
Summary of significant accounting policies and basis of presentation (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Contingent consideration receivable | Contingent consideration receivable Under ASC 810, Consolidations, |
Basis of presentation | Basis of presentation The accompanying condensed consolidated financial statements reflect the historical results of the operations, financial position and cash flows of the Company and have been prepared by the Company in accordance with accounting principles generally accepted in the United States (“GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as included in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates of the Financial Accounting Standards Board. In the opinion of management, the unaudited interim condensed consolidated financial statements reflect all normal recurring adjustments considered necessary for a fair presentation of the Company’s financial position and the results of its operations for the interim periods presented. |
Use of estimates | Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Actual results could materially differ from those estimates. Management considers many factors in selecting appropriate financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including: expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. This process may result in actual results differing materially from those estimated amounts used in the preparation of the financial statements. Estimates and judgments are used in the following areas, among others: future undiscounted cash flows and subsequent fair value estimates used to assess potential and measure any impairment of long-lived assets, including intangible assets, the measurement of right-of-use assets and lease liabilities, contingent consideration, stock-based compensation expense, accrued expenses, income taxes, and the assessment of the Company's ability to fund its operations for at least the next twelve months from the date of issuance of these financial statements. In addition, estimates and judgments are used in the Company’s accounting for its revenue-generating arrangements, in particular as it relates to determining the stand-alone selling price of performance obligations, evaluating whether an option to acquire additional goods and services represents a material right, estimating the total transaction price, including estimating variable consideration and the probability of achieving future potential development and regulatory milestones, assessing the period of performance over which revenue may be recognized, and accounting for modifications to revenue-generating arrangements. |
Marketable securities (Tables)
Marketable securities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Marketable Securities | The following table summarizes the marketable securities held at March 31, 2024 and December 31, 2023 (in thousands): Amortized Unrealized gains Unrealized losses Fair Value March 31, 2024 U.S. government agency securities and $ 83,312 $ 14 $ (63) $ 83,263 Commercial paper 41,334 6 (13) 41,327 Total $ 124,646 $ 20 $ (76) $ 124,590 December 31, 2023 U.S. government agency securities and $ 101,566 $ 144 $ (85) $ 101,625 Commercial paper 45,188 34 — 45,222 Total $ 146,754 $ 178 $ (85) $ 146,847 |
Debt Securities, Available-for-sale, Unrealized Loss Position, Fair Value | The following table summarizes available-for-sale debt securities in a continuous unrealized loss position for less than twelve months and twelve months or greater, and for which an allowance for credit losses has not been recorded at March 31, 2024 and December 31, 2023 (in thousands): Less than 12 months 12 months or greater Total Fair value Unrealized losses Fair value Unrealized losses Fair value Unrealized losses March 31, 2024 U.S. government agency securities and $ 22,160 $ (15) $ 26,687 $ (48) $ 48,847 $ (63) Commercial paper 16,626 (13) — — 16,626 (13) Total $ 38,786 $ (28) $ 26,687 $ (48) $ 65,473 $ (76) December 31, 2023 U.S. government agency securities and $ 45,850 $ (60) $ 1,475 $ (25) $ 47,325 $ (85) Total $ 45,850 $ (60) $ 1,475 $ (25) $ 47,325 $ (85) The table below provides a roll-forward of fair value of the Company’s contingent consideration obligations that include Level 3 inputs (in thousands): For the three months ended March 31, 2024 Beginning balance $ 2,415 Additions — Changes in fair value (1,730) Payments — Ending balance $ 685 |
Summary or Restricted Investments | The following table summarizes restricted investments held at March 31, 2024 and December 31, 2023 (in thousands): Amortized Unrealized gains Unrealized losses Fair Value March 31, 2024 U.S. government agency securities and $ 34,214 $ 19 $ (299) $ 33,934 Total $ 34,214 $ 19 $ (299) $ 33,934 December 31, 2023 U.S. government agency securities and $ 33,072 $ 67 $ (365) $ 32,774 Total $ 33,072 $ 67 $ (365) $ 32,774 |
Restricted Investments, Available-for-Sale, Unrealized Loss Position, Fair Value | The following table summarizes restricted investments in a continuous unrealized loss position for less than twelve months and twelve months or greater, and for which an allowance for credit losses has not been recorded at March 31, 2024 and December 31, 2023 (in thousands): Less than 12 months 12 months or greater Total Fair value Unrealized losses Fair value Unrealized losses Fair value Unrealized losses March 31, 2024 U.S. government agency securities and $ 13,602 $ (43) $ 10,318 $ (256) $ 23,920 $ (299) Total $ 13,602 $ (43) $ 10,318 $ (256) $ 23,920 $ (299) December 31, 2023 U.S. government agency securities and $ 3,496 $ (4) $ 13,266 $ (361) $ 16,762 $ (365) Total $ 3,496 $ (4) $ 13,266 $ (361) $ 16,762 $ (365) |
Fair value measurements (Tables
Fair value measurements (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Recorded Amount of Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table sets forth the Company’s assets and liabilities that are measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023 (in thousands): Total Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) March 31, 2024 Assets: Cash and cash equivalents $ 56,792 $ 56,792 $ — $ — Marketable securities: U.S. government agency securities and treasuries 83,263 — 83,263 — Commercial paper 41,327 — 41,327 — Restricted cash and cash equivalents 233 233 — — Restricted investments 33,934 — 33,934 — Total assets $ 215,549 $ 57,025 $ 158,524 $ — Liabilities: Contingent consideration $ 685 $ — $ — $ 685 Total liabilities $ 685 $ — $ — $ 685 December 31, 2023 Assets: Cash and cash equivalents $ 74,958 $ 74,958 $ — $ — Marketable securities: U.S. government agency securities and treasuries 101,625 — 101,625 — Commercial paper 45,222 — 45,222 — Restricted cash and cash equivalents 1,725 1,725 — Restricted investments 32,774 — 32,774 — Total assets $ 256,304 $ 76,683 $ 179,621 $ — Liabilities: Contingent consideration $ 2,415 $ — $ — $ 2,415 Total liabilities $ 2,415 $ — $ — $ 2,415 |
Debt Securities, Available-for-sale, Unrealized Loss Position, Fair Value | The following table summarizes available-for-sale debt securities in a continuous unrealized loss position for less than twelve months and twelve months or greater, and for which an allowance for credit losses has not been recorded at March 31, 2024 and December 31, 2023 (in thousands): Less than 12 months 12 months or greater Total Fair value Unrealized losses Fair value Unrealized losses Fair value Unrealized losses March 31, 2024 U.S. government agency securities and $ 22,160 $ (15) $ 26,687 $ (48) $ 48,847 $ (63) Commercial paper 16,626 (13) — — 16,626 (13) Total $ 38,786 $ (28) $ 26,687 $ (48) $ 65,473 $ (76) December 31, 2023 U.S. government agency securities and $ 45,850 $ (60) $ 1,475 $ (25) $ 47,325 $ (85) Total $ 45,850 $ (60) $ 1,475 $ (25) $ 47,325 $ (85) The table below provides a roll-forward of fair value of the Company’s contingent consideration obligations that include Level 3 inputs (in thousands): For the three months ended March 31, 2024 Beginning balance $ 2,415 Additions — Changes in fair value (1,730) Payments — Ending balance $ 685 |
Property, plant and equipment_2
Property, plant and equipment, net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant and Equipment, Net | Property, plant and equipment, net, consists of the following (in thousands): As of March 31, 2024 As of December 31, 2023 Computer equipment and software $ 5,844 $ 6,156 Office equipment 6,330 6,726 Laboratory equipment 4,328 43,209 Leasehold improvements 48,340 58,832 Construction-in-progress 16 138 Total property, plant and equipment 64,858 115,061 Less accumulated depreciation and amortization (26,624) (56,911) Property, plant and equipment, net $ 38,234 $ 58,150 |
Accrued expenses and other cu_2
Accrued expenses and other current liabilities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Summary of accrued expenses and other current liabilities | Accrued expenses and other current liabilities consist of the following (in thousands): As of March 31, 2024 As of December 31, 2023 Collaboration research costs $ 9,041 $ 5,681 Employee compensation, including severances for restructuring 5,097 4,639 Royalties 2,684 9,702 Clinical and contract research organization costs 985 990 Manufacturing costs 497 1,764 Property, plant, and equipment — 279 Other 3,959 2,633 Total accrued expenses and other current liabilities $ 22,263 $ 25,688 |
Collaborative arrangements an_2
Collaborative arrangements and strategic partnerships (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Total Transaction Price, Allocation of Total Transaction Price to Identified Performance Obligations Under Arrangement and Amount of Transaction Price Unsatisfied | The amounts reported for these periods represent the Company’s share of BMS’ Abecma product revenue, cost of goods sold, and selling costs, along with reimbursement by BMS of commercial costs incurred by the Company, and exclude expenses related to ongoing development, which are separately reflected in the consolidated statements of operations and comprehensive loss as described below. For the three months ended March 31, Abecma U.S. Collaboration Profit/Loss Share 2024 2023 2seventy's share of profits (losses), net of 2seventy's share of BMS costs for commercial activities $ (1,975) $ 21,581 Reimbursement from BMS for 2seventy costs of commercial manufacturing and commercial activities 745 1,380 Collaborative arrangement revenue (1) $ — $ 22,961 Share of collaboration loss (1) $ (1,230) $ — (1) As noted above, the calculation is performed on a quarterly basis and consists of 2seventy's share of profits, net of 2seventy's share of BMS costs for commercial activities, offset by reimbursement from BMS for 2seventy commercial activities. The calculation is independent of previous activity, which may result in fluctuations between revenue and expense recognition period over period. The following tables summarize the amounts associated with the research activities under the collaboration included in research and development expense or recognized as collaborative arrangement revenue for the three months ended March 31, 2024 and 2023 (in thousands): For the three months ended March 31, Abecma U.S. Collaboration Net R&D Expenses 2024 2023 2seventy's obligation for its share of BMS research and development expenses $ (6,963) $ (9,461) Reimbursement from BMS for 2seventy research and development expenses 224 4,590 Net R&D expense (1) $ (6,739) $ (4,871) (1) As noted above, the calculation is performed on a quarterly basis and consists of 2seventy bio's obligation for its share of BMS research and development expenses, offset by reimbursement from BMS for 2seventy bio’s research and development expenses. The Company accounts for any ex-U.S. activities under the Amended Ide-cel CCPS pursuant to ASC 606. The following table summarizes the revenue recognized related to ide-cel ex-U.S. activities for the three months ended March 31, 2024 and 2023 (in thousands). These amounts are reflected in service revenue in the consolidated statements of operations and comprehensive loss: For the three months ended March 31, 2024 2023 ASC 606 ide-cel license and manufacturing revenue – ex-U.S. (included as a component of service revenue) (1) $ 2,201 $ 6,123 (1) These amounts include reimbursements from BMS to the Company for the Company’s ex-U.S. quality and other manufacturing costs associated with the manufacture of Abecma inventory. |
Summary of contract liabilities | The following table summarizes the allocation of the transaction price to each performance obligation and the amount of the allocated transaction price that is unsatisfied or partially unsatisfied as of March 31, 2024, which the Company expects to recognize as revenue as the targets progress through each of the target’s respective IND filing (in thousands): Performance Obligation Allocation of Transaction Price Unsatisfied Portion of Transaction Price MUC16 Mono/Combo & Next Gen Therapies $ 1,905 $ — MAGE-A4 178 — Early Research Target (1) 8,701 7,394 Early Research Target (2) 475 392 Total $ 11,259 $ 7,786 |
Stock-based compensation (Table
Stock-based compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Stock-Based Compensation Expense by Award Type | Stock-based compensation expense recognized by award type was as follows (in thousands): For the three months ended March 31, 2024 2023 Stock options $ 1,843 $ 3,865 Restricted stock units 2,778 5,727 Employee Stock Purchase Plan 63 74 $ 4,684 $ 9,666 |
Schedule of Stock-Based Compensation Expense by Classification | Stock-based compensation expense by classification included within the condensed consolidated statements of operations and comprehensive loss was as follows (in thousands): For the three months ended March 31, 2024 2023 Research and development $ 1,645 $ 3,618 Selling, general and administrative 2,528 6,048 Restructuring expenses 511 — $ 4,684 $ 9,666 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Common Stock Equivalents Excluded from Calculation of Diluted Net Loss Per Share | The following common stock equivalents were excluded from the calculation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect (in thousands): For the three months ended March 31, 2024 2023 Outstanding stock options (1) 3,974 3,571 Restricted stock units (1) 1,932 2,678 ESPP shares — — 5,906 6,249 (1) |
Corporate Restructuring (Tables
Corporate Restructuring (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Restructuring and Related Activities [Abstract] | |
Summary of Accrued Liability Activity | The table below summarizes the expenses recognized and expected to be recognized under the 2024 Restructuring Plan as of March 31, 2024: Expense recognized for the three months ended March 31, 2024 Total expense expected to be recognized Cash-related restructuring expenses: Severance and related benefits $ 3,720 $ 5,815 Non-cash expenses: Stock-based compensation expense 510 1,037 Total restructuring expenses $ 4,230 $ 6,852 The following table summarizes the cash-related restructuring accrued liabilities activity recorded in connection with the 2024 Restructuring Plan for the three months ended March 31, 2024: For the three months ended March 31, 2024 Beginning balance at January 1, 2024 $ — Cash-related expenses recognized 3,720 Cash-related expenses paid (667) Reversal of excess accrual — Remaining accrual at March 31, 2024 (1) $ 3,053 (1) |
Description of the business - N
Description of the business - Narrative (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |
Nov. 30, 2022 | Mar. 31, 2024 | Mar. 31, 2023 | |
Subsequent Event [Line Items] | |||
Net loss | $ (52,673) | $ (47,021) | |
Net cash used in operating activities | 41,877 | $ 49,088 | |
Cash, cash equivalents, and marketable securities | $ 181,400 | ||
At The Market Facility | Cowen And Company LLC | |||
Subsequent Event [Line Items] | |||
Aggregate gross proceeds (up to) | $ 150,000 |
Assets held for sale (Details)
Assets held for sale (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Apr. 01, 2024 | Mar. 31, 2024 | Mar. 31, 2023 | Jan. 31, 2024 | Dec. 31, 2023 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Assets held for sale | $ 12,786 | $ 0 | |||
Loss on assets held for sale | 5,026 | $ 0 | |||
Regeneron Purchase Agreement | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Assets held for sale | 12,800 | ||||
Discontinued Operations, Held-for-Sale | Regeneron Purchase Agreement | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Consideration received | $ 5,000 | ||||
Property, plant and equipment and prepaid expenses classified as held for sale | 17,800 | ||||
Loss on assets held for sale | $ 5,000 | ||||
Discontinued Operations, Held-for-Sale | Regeneron Purchase Agreement | Subsequent Event | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Deferred revenue derecognized | $ 7,800 |
Marketable securities - Summary
Marketable securities - Summary of Marketable Securities (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Marketable Securities [Line Items] | ||
Amortized cost/ cost | $ 124,646 | $ 146,754 |
Unrealized gains | 20 | 178 |
Unrealized losses | (76) | (85) |
Fair Value | 124,590 | 146,847 |
U.S. government agency securities and treasuries | ||
Marketable Securities [Line Items] | ||
Amortized cost/ cost | 83,312 | 101,566 |
Unrealized gains | 14 | 144 |
Unrealized losses | (63) | (85) |
Fair Value | 83,263 | 101,625 |
Commercial paper | ||
Marketable Securities [Line Items] | ||
Amortized cost/ cost | 41,334 | 45,188 |
Unrealized gains | 6 | 34 |
Unrealized losses | (13) | 0 |
Fair Value | $ 41,327 | $ 45,222 |
Marketable securities - Schedul
Marketable securities - Schedule of Unrealized Loss on Investments (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Fair value | ||
Less than 12 months | $ 38,786 | $ 45,850 |
12 months or greater | 26,687 | 1,475 |
Total | 65,473 | 47,325 |
Unrealized losses | ||
Less than 12 months | (28) | (60) |
12 months or greater | (48) | (25) |
Total | (76) | (85) |
U.S. government agency securities and treasuries | ||
Fair value | ||
Less than 12 months | 22,160 | 45,850 |
12 months or greater | 26,687 | 1,475 |
Total | 48,847 | 47,325 |
Unrealized losses | ||
Less than 12 months | (15) | (60) |
12 months or greater | (48) | (25) |
Total | (63) | $ (85) |
Commercial paper | ||
Fair value | ||
Less than 12 months | 16,626 | |
12 months or greater | 0 | |
Total | 16,626 | |
Unrealized losses | ||
Less than 12 months | (13) | |
12 months or greater | 0 | |
Total | $ (13) |
Marketable securities - Summa_2
Marketable securities - Summary of Restricted Investments (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost/ cost | $ 34,214 | $ 33,072 |
Unrealized gains | 19 | 67 |
Unrealized losses | (299) | (365) |
Fair Value | 33,934 | 32,774 |
U.S. government agency securities and treasuries | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost/ cost | 34,214 | 33,072 |
Unrealized gains | 19 | 67 |
Unrealized losses | (299) | (365) |
Fair Value | $ 33,934 | $ 32,774 |
Marketable securities - Sched_2
Marketable securities - Schedule of Unrealized Loss on Restricted Investments (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Fair value | ||
Less than 12 months | $ 13,602 | $ 3,496 |
12 months or greater | 10,318 | 13,266 |
Total | 23,920 | 16,762 |
Unrealized losses | ||
Less than 12 months | (43) | (4) |
12 months or greater | (256) | (361) |
Total | (299) | (365) |
U.S. government agency securities and treasuries | ||
Fair value | ||
Less than 12 months | 13,602 | 3,496 |
12 months or greater | 10,318 | 13,266 |
Total | 23,920 | 16,762 |
Unrealized losses | ||
Less than 12 months | (43) | (4) |
12 months or greater | (256) | (361) |
Total | $ (299) | $ (365) |
Marketable securities - Narrati
Marketable securities - Narrative (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |||
Interest receivable | $ 800 | $ 800 | |
Interest receivable, write-off | $ 0 | $ 0 |
Fair value measurements - Recor
Fair value measurements - Recorded Amount of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 31, 2023 | Dec. 31, 2022 |
Assets: | ||||
Marketable securities: | $ 124,590 | $ 146,847 | ||
Restricted cash and cash equivalents | 57,025 | 76,683 | $ 195,084 | $ 72,290 |
U.S. government agency securities and treasuries | ||||
Assets: | ||||
Marketable securities: | 83,263 | 101,625 | ||
Commercial paper | ||||
Assets: | ||||
Marketable securities: | 41,327 | 45,222 | ||
Fair value, measurements, recurring | ||||
Assets: | ||||
Cash and cash equivalents | 56,792 | 74,958 | ||
Restricted cash and cash equivalents | 233 | 1,725 | ||
Restricted investments | 33,934 | 32,774 | ||
Total assets | 215,549 | 256,304 | ||
Liabilities: | ||||
Contingent consideration | 685 | |||
Total liabilities | 685 | 2,415 | ||
Fair value, measurements, recurring | U.S. government agency securities and treasuries | ||||
Assets: | ||||
Marketable securities: | 83,263 | 101,625 | ||
Fair value, measurements, recurring | Commercial paper | ||||
Assets: | ||||
Marketable securities: | 41,327 | 45,222 | ||
Fair value, measurements, recurring | Quoted prices in active markets (Level 1) | ||||
Assets: | ||||
Cash and cash equivalents | 56,792 | 74,958 | ||
Restricted cash and cash equivalents | 233 | 1,725 | ||
Restricted investments | 0 | 0 | ||
Total assets | 57,025 | 76,683 | ||
Liabilities: | ||||
Contingent consideration | 0 | |||
Total liabilities | 0 | 0 | ||
Fair value, measurements, recurring | Quoted prices in active markets (Level 1) | U.S. government agency securities and treasuries | ||||
Assets: | ||||
Marketable securities: | 0 | 0 | ||
Fair value, measurements, recurring | Quoted prices in active markets (Level 1) | Commercial paper | ||||
Assets: | ||||
Marketable securities: | 0 | 0 | ||
Fair value, measurements, recurring | Significant other observable inputs (Level 2) | ||||
Assets: | ||||
Cash and cash equivalents | 0 | 0 | ||
Restricted cash and cash equivalents | 0 | 0 | ||
Restricted investments | 33,934 | 32,774 | ||
Total assets | 158,524 | 179,621 | ||
Liabilities: | ||||
Contingent consideration | 0 | |||
Total liabilities | 0 | 0 | ||
Fair value, measurements, recurring | Significant other observable inputs (Level 2) | U.S. government agency securities and treasuries | ||||
Assets: | ||||
Marketable securities: | 83,263 | 101,625 | ||
Fair value, measurements, recurring | Significant other observable inputs (Level 2) | Commercial paper | ||||
Assets: | ||||
Marketable securities: | 41,327 | 45,222 | ||
Fair value, measurements, recurring | Significant unobservable inputs (Level 3) | ||||
Assets: | ||||
Cash and cash equivalents | 0 | 0 | ||
Restricted cash and cash equivalents | 0 | |||
Restricted investments | 0 | 0 | ||
Total assets | 0 | 0 | ||
Liabilities: | ||||
Contingent consideration | 685 | |||
Total liabilities | 685 | 2,415 | ||
Fair value, measurements, recurring | Significant unobservable inputs (Level 3) | U.S. government agency securities and treasuries | ||||
Assets: | ||||
Marketable securities: | 0 | 0 | ||
Fair value, measurements, recurring | Significant unobservable inputs (Level 3) | Commercial paper | ||||
Assets: | ||||
Marketable securities: | $ 0 | $ 0 |
Fair value measurements - Roll-
Fair value measurements - Roll-Forward of Fair Value of the Company's Contingent Consideration Obligations (Detail) - Significant unobservable inputs (Level 3) - Contingent consideration obligations $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ 2,415 |
Additions | 0 |
Changes in fair value | (1,730) |
Payments | 0 |
Ending balance | $ 685 |
Property, plant and equipment_3
Property, plant and equipment, net - Summary of Property, Plant and Equipment, Net (Detail) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | $ 64,858 | $ 115,061 |
Less accumulated depreciation and amortization | (26,624) | (56,911) |
Property, plant and equipment, net | 38,234 | 58,150 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | 5,844 | 6,156 |
Office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | 6,330 | 6,726 |
Laboratory equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | 4,328 | 43,209 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | 48,340 | 58,832 |
Construction-in-progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | $ 16 | $ 138 |
Accrued expenses and other cu_3
Accrued expenses and other current liabilities (Detail) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Payables and Accruals [Abstract] | ||
Collaboration research costs | $ 9,041 | $ 5,681 |
Employee compensation, including severances for restructuring | 5,097 | 4,639 |
Royalties | 2,684 | 9,702 |
Clinical and contract research organization costs | 985 | 990 |
Manufacturing costs | 497 | 1,764 |
Property, plant, and equipment | 0 | 279 |
Other | 3,959 | 2,633 |
Total accrued expenses and other current liabilities | $ 22,263 | $ 25,688 |
Commitments and contingencies -
Commitments and contingencies - Narrative (Detail) $ in Millions | Mar. 31, 2024 USD ($) |
Pregenen | |
Commitments And Contingencies Disclosure [Line Items] | |
Contingent future cash payments | $ 99.9 |
Equity - Narrative (Details)
Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | ||||
Dec. 13, 2021 | Mar. 31, 2023 | Jan. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Subsidiary, Sale of Stock [Line Items] | ||||||
Proceeds from issuance of common stock to Regeneron, net of issuance costs | $ 0 | $ 9,876 | ||||
Common stock, $0.0001 par value; 200,000 shares authorized, 51,404 and 50,632 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively | 5 | $ 5 | ||||
Regeneron | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Contract with customer liability | $ 4,200 | |||||
Regeneron | Share purchase agreement | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Common stock shares issued (in shares) | 100,000 | 1,114,827 | ||||
Proceeds from issuance of common stock to Regeneron, net of issuance costs | $ 20,000 | |||||
Common stock, $0.0001 par value; 200,000 shares authorized, 51,404 and 50,632 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively | 9,900 | |||||
Contract with customer liability | $ 10,100 | |||||
Common stock price per share (in dollars per share) | $ 17.94 | |||||
Underwritten Public Offering | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of shares issued in transaction (in shares) | 10,869,566 | |||||
Common stock price per share (in dollars per share) | $ 11.50 | $ 11.50 | ||||
Aggregate net proceeds | $ 117,000 | |||||
Additional shares available for purchase (in shares) | 1,630,434 |
Collaborative arrangements an_3
Collaborative arrangements and strategic partnerships - Collaborative Arrangement Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2024 | Dec. 31, 2023 | Sep. 30, 2023 | Mar. 31, 2023 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Collaborative arrangement revenue | $ 4,714 | $ 29,372 | ||
Share of collaboration loss | (1,230) | 0 | ||
Ide Cel Commercial Activities | Bristol-Myers Squibb | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Collaborative arrangement revenue | $ (1,975) | 21,581 | ||
Share of collaboration loss | 745 | 1,380 | ||
ABECMA Commercial Activities | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Collaborative arrangement revenue | $ 0 | $ 22,961 | ||
Share of collaboration loss | $ 0 | $ (1,230) |
Collaborative arrangements an_4
Collaborative arrangements and strategic partnerships - Narrative (Detail) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | |||||||||
Apr. 01, 2024 USD ($) | Dec. 13, 2021 shares | Jan. 31, 2023 USD ($) $ / shares shares | Aug. 31, 2018 USD ($) accounting_unit target $ / shares shares | Mar. 31, 2024 USD ($) | Mar. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) | Apr. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | Oct. 27, 2022 USD ($) | Dec. 31, 2021 USD ($) performance_obligation | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Income (loss) from collaborative arrangements | $ (1,230) | $ 0 | |||||||||
Investment in common stock | 0 | 9,876 | |||||||||
Number of accounting units | accounting_unit | 2 | ||||||||||
Contract with customer liability, current | 16,336 | $ 15,403 | |||||||||
Contract with customer liability, noncurrent | 2,450 | 3,918 | |||||||||
Revenues | 12,435 | 41,621 | |||||||||
Common stock | $ 5 | $ 5 | |||||||||
Regeneron Purchase Agreement | Discontinued Operations, Held-for-Sale | Subsequent Event | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Deferred revenue derecognized | $ 7,800 | ||||||||||
Bristol-Myers Squibb | Abecma Collaboration Agreement | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Agreement termination notice period | 90 days | ||||||||||
Regeneron | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Joint research activities remaining to be recognized | $ 3,700 | ||||||||||
Contract with customer liability | $ 4,200 | ||||||||||
Regeneron | Collaboration | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Deferred revenue balance recognized as gross revenues | 4,700 | 6,400 | |||||||||
Regeneron | Research and development services | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Collaboration agreement, transaction price | $ 100,000 | ||||||||||
Purchase price premium | $ 37,000 | 1,100 | |||||||||
Collaborative arrangement amortization period | 5 years | ||||||||||
Collaborative arrangement amount attributed to joint research activities | $ 45,500 | ||||||||||
Collaborative Arrangement Amount Attributed To Joint Research Activities, Net Funding Advancement | 8,500 | ||||||||||
Contract with customer liability | $ 1,100 | ||||||||||
Regeneron | Research and development services | Bluebird Bio | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Collaborative arrangement amount attributed to equity sold | $ 54,500 | ||||||||||
Regeneron | Share purchase agreement | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Issuance of common stock to Regeneron (in shares) | shares | 100,000 | 1,114,827 | |||||||||
Common stock price per share (in dollars per share) | $ / shares | $ 17.94 | ||||||||||
Investment in common stock | $ 20,000 | ||||||||||
Contract with customer liability | 10,100 | ||||||||||
Common stock | $ 9,900 | ||||||||||
Regeneron | Share purchase agreement | Bluebird Bio | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Common stock price per share (in dollars per share) | $ / shares | $ 238.10 | ||||||||||
Investment in common stock | $ 100,000 | ||||||||||
Purchase price premium | $ 37,000 | ||||||||||
Collaborative arrangement research initial funding obligation, percentage | 50% | ||||||||||
Regeneron | Share purchase agreement | Common stock | Bluebird Bio | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Issuance of common stock to Regeneron (in shares) | shares | 400,000 | ||||||||||
Investment in common stock | $ 63,000 | ||||||||||
Regeneron | Regeneron Collaboration Agreement | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Number of initial collaboration targets | target | 6 | ||||||||||
Research collaboration term | 5 years | ||||||||||
Regeneron | Regeneron Collaboration Agreement | Maximum | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Milestone payments receivable | $ 130,000 | ||||||||||
Regeneron | Regeneron Collaboration Agreement, Amendment One | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Collaborative arrangement research initial funding obligation, percentage | 50% | ||||||||||
Contract with customer liability, current | 5,300 | ||||||||||
Contract with customer liability, noncurrent | 2,500 | ||||||||||
Contract with customer liability | 7,800 | ||||||||||
Regeneron | Regeneron Collaboration Agreement, Amendment One | Pre-Clinical Costs To Study Combinations | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Collaborative arrangement research initial funding obligation, percentage | 75% | ||||||||||
Regeneron | Regeneron Collaboration Agreement, Amendment One | Clinical Study Costs Involving Regeneron Agents | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Collaborative arrangement research initial funding obligation, percentage | 100% | ||||||||||
Regeneron | Regeneron Collaboration Agreement, Amendment One | MUC-16 Development Candidate Nomination | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Milestone payments receivable | $ 2,000 | ||||||||||
Regeneron | Regeneron Collaboration Agreement, Amendment One | MUC-16 IND Acceptance | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Milestone payments receivable | 3,000 | ||||||||||
Regeneron | Regeneron Collaboration Agreement, Amendment One | Last Patient Dosed Or Dosing Of The 10th Patient | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Milestone payments receivable | 5,000 | ||||||||||
Regeneron | Regeneron Collaboration Agreement, Amendment One | MUC-16 | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Milestone payments receivable | 4,000 | ||||||||||
Revenue | 4,000 | ||||||||||
Regeneron | Regeneron Collaboration Agreement, Amendment One | MUC-16 Development Candidate Nomination After Achievement Of IND Acceptance | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Milestone payments receivable | $ 1,000 | ||||||||||
Regeneron | Regeneron Collaboration Agreement, Original And Amendment Combined | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Contract with customer liability | 11,200 | ||||||||||
Novo Nordisk A/S | Novo Collaboration and License Agreement | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Estimated variable consideration | $ 11,700 | ||||||||||
Number of performance obligations | performance_obligation | 2 | ||||||||||
Contract with customer liability | $ 5,000 | ||||||||||
Estimated variable consideration, research reimbursement | 6,700 | ||||||||||
Estimated variable consideration, upfront payment | 5,000 | ||||||||||
Revenue | 1,500 | $ 1,700 | |||||||||
Novo Nordisk A/S | Novo Collaboration and License Agreement | License and manufacturing services | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Milestone payments receivable | 26,000 | ||||||||||
Novo Nordisk A/S | Novo Collaboration and License Agreement | Development and Commercialization Milestones | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Milestone payments receivable | 72,000 | ||||||||||
Novo Nordisk A/S | Novo Collaboration and License Agreement | Scientific Milestones | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Milestone payments receivable | $ 15,000 | 15,000 | |||||||||
Novo Nordisk A/S | Novo Collaboration and License Agreement | Extension of Research Plan without Achieving Scientific Milestones | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Milestone payments receivable | $ 9,000 | ||||||||||
Novo Nordisk A/S | Novo Collaboration and License Agreement | Milestone Achievement, Option To In-License Technology From Third Party | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Milestone payments receivable | 9,000 | ||||||||||
Contract with customer liability | $ 6,000 | ||||||||||
Novo Nordisk A/S | Novo Collaboration and License Agreement | Milestone Achievement, Option To In-License Technology From Third Party And Upfront Payment | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Contract with customer liability | 11,000 | ||||||||||
JW Therapeutics | |||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||
Estimated variable consideration | $ 7,300 | ||||||||||
Contract with customer liability | 3,000 | ||||||||||
Estimated variable consideration reimbursement | $ 4,300 | ||||||||||
Estimated variable consideration, reimbursement, unsatisfied portion | $ 3,700 |
Collaborative arrangements an_5
Collaborative arrangements and strategic partnerships - Summary of Revenue Recognized or Expense Incurred for Joint Ide-cel Development Efforts Related to Combined Unit of Accounting for its License and Vector Manufacturing of Ide-cel (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Sep. 30, 2023 | Mar. 31, 2023 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Research and development expense | $ (43,931) | $ (68,246) | |
Ide-cel Research And Development Services | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Research and development expense | $ (6,739) | (4,871) | |
Bristol-Myers Squibb | Ide-cel Research And Development Services | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Research And Development Expense Obligation Under Collaborative Arrangement | (6,963) | (9,461) | |
Reimbursements For Research And Development Expenses Under Collaborative Arrangement | $ 224 | 4,590 | |
Bristol-Myers Squibb | Outside of U.S. | Ide-cel license and manufacturing services | License and manufacturing services | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Revenue | $ 2,201 | $ 6,123 |
Collaborative arrangements an_6
Collaborative arrangements and strategic partnerships - Summary of Transaction Price Allocation (Details) - Regeneron - Regeneron Collaboration Agreement, Original And Amendment Combined $ in Thousands | Mar. 31, 2024 USD ($) |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Allocation of Transaction Price | $ 11,259 |
Unsatisfied Portion of Transaction Price | 7,786 |
MUC16 Mono/Combo & Next Gen Therapies | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Allocation of Transaction Price | 1,905 |
Unsatisfied Portion of Transaction Price | 0 |
MAGE-A4 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Allocation of Transaction Price | 178 |
Unsatisfied Portion of Transaction Price | 0 |
Early Research Target (1) | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Allocation of Transaction Price | 8,701 |
Unsatisfied Portion of Transaction Price | 7,394 |
Early Research Target (2) | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Allocation of Transaction Price | 475 |
Unsatisfied Portion of Transaction Price | $ 392 |
Royalty and other revenue - Add
Royalty and other revenue - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Royalty and other revenue | ||
License And Royalty Revenue [Line Items] | ||
Revenue | $ 0 | $ 1,423 |
Stock-based compensation - Summ
Stock-based compensation - Summary of Stock-Based Compensation Expense by Award Type (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 4,684 | $ 9,666 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 1,645 | 3,618 |
Selling, general and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 2,528 | 6,048 |
Restructuring expenses | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 511 | 0 |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 1,843 | 3,865 |
Restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 2,778 | 5,727 |
Employee Stock Purchase Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 63 | $ 74 |
Stock-based compensation - Sche
Stock-based compensation - Schedule of Stock-Based Compensation Expense by Classification (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 4,684 | $ 9,666 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 1,645 | 3,618 |
Selling, general and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 2,528 | $ 6,048 |
Stock-based compensation - Narr
Stock-based compensation - Narrative (Detail) | 3 Months Ended |
Mar. 31, 2024 shares | |
2021 Employee Stock Purchase Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based compensation arrangement by share-based payment award, shares issued in period (in shares) | 100,000 |
Net Loss Per Share - Common Sto
Net Loss Per Share - Common Stock Equivalents Excluded from Calculation of Diluted Net Loss Per Share (Detail) - shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents excluded from the calculation of diluted net loss per share (in shares) | 5,906,000 | 6,249,000 |
Outstanding stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents excluded from the calculation of diluted net loss per share (in shares) | 3,974,000 | 3,571,000 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents excluded from the calculation of diluted net loss per share (in shares) | 1,932,000 | 2,678,000 |
ESPP shares | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents excluded from the calculation of diluted net loss per share (in shares) | 0 | 0 |
Net Loss Per Share - Narrative
Net Loss Per Share - Narrative (Details) - Pre-funded Warrants - Private Placement | Nov. 30, 2021 $ / shares shares |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |
Pre-funded warrants issued (in shares) | shares | 757,575 |
Exercise price of warrants (in dollars per share) | $ / shares | $ 0.0001 |
Corporate Restructuring - Narra
Corporate Restructuring - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 7 Months Ended | 8 Months Ended | |||
Apr. 02, 2024 | Sep. 30, 2023 | Mar. 31, 2024 | Sep. 30, 2023 | Oct. 31, 2024 | Mar. 31, 2024 | Dec. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring expenses | $ 3,720 | ||||||
Payments for restructuring | 667 | ||||||
Restructuring Reserve | 3,053 | $ 3,053 | $ 0 | ||||
August 2023 Reduction | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Percentage of workforce reduction | 40% | ||||||
Restructuring expenses | $ 8,600 | ||||||
Payments for restructuring | 8,400 | ||||||
Restructuring Reserve | 200 | 200 | |||||
January 2024 Restructuring Plan | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Total restructuring expenses | $ 6,852 | $ 6,852 | |||||
January 2024 Restructuring Plan | Subsequent Event | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Percentage of workforce remaining | 62% | ||||||
January 2024 Restructuring Plan | Subsequent Event | Scenario, Forecast | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Percentage of workforce reduction | 14% |
Corporate Restructuring - Summa
Corporate Restructuring - Summary of Expenses Recognized and Expected to be Recognized (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Expense recognized for the three months ended March 31, 2024 | ||
Cash-related restructuring expenses | $ 3,720 | |
Total restructuring expenses | 4,230 | $ 0 |
January 2024 Restructuring Plan | ||
Expense recognized for the three months ended March 31, 2024 | ||
Stock-based compensation expense | 510 | |
Total restructuring expenses | 4,230 | |
Total expense expected to be recognized | ||
Stock-based compensation expense | 1,037 | |
Total restructuring expenses | 6,852 | |
January 2024 Restructuring Plan | Severance and related benefits | ||
Expense recognized for the three months ended March 31, 2024 | ||
Cash-related restructuring expenses | 3,720 | |
Total expense expected to be recognized | ||
Cash-related restructuring expenses | $ 5,815 |
Corporate Restructuring - Sum_2
Corporate Restructuring - Summary of Accrued Liability Activity (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | $ 0 |
Cash-related expenses recognized | 3,720 |
Cash-related expenses paid | (667) |
Reversal of excess accrual | 0 |
Ending balance | $ 3,053 |
Subsequent Events (Details)
Subsequent Events (Details) - Disposal Group, Disposed of by Sale, Not Discontinued Operations - Regeneron Purchase Agreement $ in Thousands | Jan. 29, 2024 USD ($) |
Subsequent Event [Line Items] | |
Consideration received | $ 5,000 |
Milestone payment upon regulatory approval | $ 10,000 |