Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 06, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-41535 | |
Entity Registrant Name | ZYMEWORKS INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 88-3099146 | |
Entity Address, Address Line One | 108 Patriot Drive, Suite A | |
Entity Address, City or Town | Middletown | |
Entity Address, State or Province | DE | |
Entity Address, Postal Zip Code | 19709 | |
City Area Code | 302 | |
Local Phone Number | 274-8744 | |
Title of 12(b) Security | Common Stock, $0.00001 par value per share | |
Trading Symbol | ZYME | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 70,001,987 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001937653 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 94,332 | $ 400,912 |
Short-term investments (note 5) | 201,074 | 91,320 |
Accounts receivable | 67,273 | 33,400 |
Prepaid expenses and other current assets | 11,955 | 19,074 |
Total current assets | 374,634 | 544,706 |
Deferred financing fees | 49 | 10 |
Long-term investments (note 5) | 95,674 | 886 |
Long-term prepaid assets | 8,286 | 15,729 |
Deferred tax asset | 1,315 | 1,345 |
Property and equipment, net | 20,904 | 24,713 |
Operating lease right-of-use assets | 17,857 | 22,937 |
Intangible assets, net | 8,003 | 8,755 |
Acquired in-process research and development (note 6) | 17,628 | 17,628 |
Goodwill (note 6) | 12,016 | 12,016 |
Total assets | 556,366 | 648,725 |
Current liabilities: | ||
Accounts payable and accrued liabilities (note 7) | 67,789 | 87,468 |
Income tax payable | 831 | 840 |
Fair value of liability classified stock options | 293 | 1,642 |
Current portion of operating lease liability (note 11) | 3,841 | 3,322 |
Deferred revenue and other consideration (note 9) | 93 | 2,353 |
Total current liabilities | 72,847 | 95,625 |
Long-term portion of operating lease liability (note 11) | 22,408 | 24,667 |
Deferred revenue (note 9) | 32,941 | 30,588 |
Other long-term liabilities (note 7) | 1,858 | 3,101 |
Deferred tax liability | 1,968 | 1,788 |
Total liabilities | 132,022 | 155,769 |
Stockholders’ equity: | ||
Common stock, $0.00001 par value; 900,000,000 authorized shares at September 30, 2023 and December 31, 2022, respectively; 67,922,559 and 63,059,501 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively (note 8) | 932,138 | 886,322 |
Preferred shares, $0.00001 par value; 100,000,000 authorized shares of preferred stock, out of which, one share of preferred stock is a share of Special Voting Preferred Stock and outstanding as of September 30, 2023 and December 31, 2022 (note 8b). | 0 | 0 |
Exchangeable shares, no par value, 651,219 and 1,424,533 issued and outstanding shares at September 30, 2023 and December 31, 2022, respectively (note 8b) | 9,345 | 20,442 |
Additional paid-in capital | 154,114 | 151,614 |
Accumulated other comprehensive loss | (8,298) | (6,659) |
Accumulated deficit | (662,955) | (558,763) |
Total stockholders’ equity | 424,344 | 492,956 |
Total liabilities and stockholders’ equity | 556,366 | 648,725 |
Commitments and contingencies (note 13) |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Common stock, par value per share (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized (in shares) | 900,000,000 | 900,000,000 |
Common shares issued (in shares) | 67,922,559 | 63,059,501 |
Common shares outstanding (in shares) | 67,922,559 | 63,059,501 |
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 1 | 1 |
Preferred stock, shares outstanding (in shares) | 1 | 1 |
Exchangeable stock, shares issued (in shares) | 651,219 | 1,424,533 |
Exchangeable shares, shares outstanding (in shares) | 651,219 | 1,424,533 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Loss and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue | ||||
Research and development collaborations (note 9) | $ 16,506 | $ 2,631 | $ 59,086 | $ 9,989 |
Operating expenses: | ||||
Research and development | 32,775 | 37,097 | 118,095 | 155,629 |
General and administrative | 16,968 | 15,892 | 55,623 | 43,227 |
Total operating expenses | 49,743 | 52,989 | 173,718 | 198,856 |
Loss from operations | (33,237) | (50,358) | (114,632) | (188,867) |
Other income: | ||||
Interest income | 5,026 | 1,125 | 14,656 | 1,863 |
Other income (expense), net (note 10) | 634 | 1,358 | (62) | 1,802 |
Total other income, net | 5,660 | 2,483 | 14,594 | 3,665 |
Loss before income taxes | (27,577) | (47,875) | (100,038) | (185,202) |
Income tax (expense) recovery | (1,110) | 29 | (4,154) | 112 |
Net loss | (28,687) | (47,846) | (104,192) | (185,090) |
Other comprehensive loss: | ||||
Unrealized loss on available for sale securities, net of tax of nil (note 5) | (485) | 0 | (1,639) | 0 |
Total other comprehensive loss | (485) | 0 | (1,639) | 0 |
Comprehensive loss | $ (29,172) | $ (47,846) | $ (105,831) | $ (185,090) |
Net loss per common share (note 4): | ||||
Basic (in dollars per share) | $ (0.41) | $ (0.72) | $ (1.53) | $ (2.86) |
Diluted (in dollars per share) | $ (0.41) | $ (0.72) | $ (1.53) | $ (2.86) |
Weighted-average common stock outstanding (note 4): | ||||
Basic (in shares) | 70,575,773 | 66,477,016 | 68,212,756 | 64,751,271 |
Diluted (in shares) | 70,575,773 | 66,478,157 | 68,214,482 | 64,756,063 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Loss and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||||
Unrealized gain on available for sale securities, tax | $ 0 | $ 0 | $ 0 | $ 0 |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Changes in Stockholders' Equity - USD ($) $ in Thousands | Total | Preferred stock | Exchangeable shares | Common stock | Accumulated deficit | Accumulated other comprehensive income (loss) | Additional paid-in capital |
Beginning balance (in shares) at Dec. 31, 2021 | 0 | 0 | 46,633,935 | ||||
Beginning balance at Dec. 31, 2021 | $ 249,094 | $ 0 | $ 0 | $ 741,147 | $ (683,104) | $ (6,659) | $ 197,710 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock on exercise of options (in shares) | 2,112 | ||||||
Issuance of common stock on exercise of options | 12 | $ 20 | (8) | ||||
Issuance of common stock through employee stock purchase plan (in shares) | 61,801 | ||||||
Issuance of common stock through employee stock purchase plan | 1,361 | $ 1,361 | |||||
Issuance of common stock upon vesting of restricted stock units (“RSUs”) (in shares) | 37,398 | ||||||
Issuance of common stock upon vesting of restricted stock units (“RSUs”) | 0 | $ 1,382 | (1,382) | ||||
Issuance of common stock and pre-funded warrants in connection with public offering, net of offering costs (notes 8a and 8d) (in shares) | 11,035,000 | ||||||
Issuance of common stock and pre-funded warrants in connection with public offering, net of offering costs (notes 8a and 8c) | 107,534 | $ 82,549 | 24,985 | ||||
Stock-based compensation (recovery) expense | (2,932) | (2,932) | |||||
Net loss | (72,625) | (72,625) | |||||
Ending balance (in shares) at Mar. 31, 2022 | 0 | 0 | 57,770,246 | ||||
Ending balance at Mar. 31, 2022 | 282,444 | $ 0 | $ 0 | $ 826,459 | (755,729) | (6,659) | 218,373 |
Beginning balance (in shares) at Dec. 31, 2021 | 0 | 0 | 46,633,935 | ||||
Beginning balance at Dec. 31, 2021 | 249,094 | $ 0 | $ 0 | $ 741,147 | (683,104) | (6,659) | 197,710 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (185,090) | ||||||
Other comprehensive income (loss) | 0 | ||||||
Ending balance (in shares) at Sep. 30, 2022 | 0 | 0 | 61,694,387 | ||||
Ending balance at Sep. 30, 2022 | 179,758 | $ 0 | $ 0 | $ 885,349 | (868,194) | (6,659) | 169,262 |
Beginning balance (in shares) at Mar. 31, 2022 | 0 | 0 | 57,770,246 | ||||
Beginning balance at Mar. 31, 2022 | 282,444 | $ 0 | $ 0 | $ 826,459 | (755,729) | (6,659) | 218,373 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock on exercise of options (in shares) | 1,257 | ||||||
Issuance of common stock on exercise of options | 7 | $ 11 | (4) | ||||
Issuance of common stock upon vesting of restricted stock units (“RSUs”) (in shares) | 958 | ||||||
Issuance of common stock upon vesting of restricted stock units (“RSUs”) | 0 | $ 27 | (27) | ||||
Stock-based compensation (recovery) expense | 4,450 | 4,450 | |||||
Net loss | (64,619) | (64,619) | |||||
Ending balance (in shares) at Jun. 30, 2022 | 0 | 0 | 57,772,461 | ||||
Ending balance at Jun. 30, 2022 | 222,282 | $ 0 | $ 0 | $ 826,497 | (820,348) | (6,659) | 222,792 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock on exercise of options (in shares) | 15,914 | ||||||
Issuance of common stock on exercise of options | 107 | $ 132 | (25) | ||||
Issuance of common stock through employee stock purchase plan (in shares) | 117,437 | ||||||
Issuance of common stock through employee stock purchase plan | 830 | $ 830 | |||||
Issuance of common stock upon vesting of restricted stock units (“RSUs”) (in shares) | 900 | ||||||
Issuance of common stock upon vesting of restricted stock units (“RSUs”) | 0 | $ 32 | (32) | ||||
Issuance of common shares upon exercise of pre-funded warrants (in shares) | 3,787,675 | ||||||
Issuance of common shares upon exercise of pre-funded warrants (note 8c) | 0 | $ 57,858 | (57,858) | ||||
Stock-based compensation (recovery) expense | 4,385 | 4,385 | |||||
Net loss | (47,846) | (47,846) | |||||
Other comprehensive income (loss) | 0 | ||||||
Ending balance (in shares) at Sep. 30, 2022 | 0 | 0 | 61,694,387 | ||||
Ending balance at Sep. 30, 2022 | 179,758 | $ 0 | $ 0 | $ 885,349 | (868,194) | (6,659) | 169,262 |
Beginning balance (in shares) at Dec. 31, 2022 | 1 | 1,424,533 | 63,059,501 | ||||
Beginning balance at Dec. 31, 2022 | 492,956 | $ 0 | $ 20,442 | $ 886,322 | (558,763) | (6,659) | 151,614 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock on exercise of options (in shares) | 203,239 | ||||||
Issuance of common stock on exercise of options | 1,648 | $ 2,649 | (1,001) | ||||
Issuance of common stock through employee stock purchase plan (in shares) | 50,420 | ||||||
Issuance of common stock through employee stock purchase plan | 371 | $ 371 | |||||
Issuance of common stock upon vesting of restricted stock units (“RSUs”) (in shares) | 2,965 | ||||||
Issuance of common stock upon vesting of restricted stock units (“RSUs”) | 0 | $ 132 | (132) | ||||
Issuance of common stock for retracted exchangeable shares (in shares) | (767,645) | 767,645 | |||||
Issuance of common stock for retracted exchangeable shares (note 8b) | 0 | $ (11,016) | $ 11,016 | ||||
Stock-based compensation (recovery) expense | 2,196 | 2,196 | |||||
Net loss | (24,353) | (24,353) | |||||
Other comprehensive income (loss) | 720 | 720 | |||||
Ending balance (in shares) at Mar. 31, 2023 | 1 | 656,888 | 64,083,770 | ||||
Ending balance at Mar. 31, 2023 | 473,538 | $ 0 | $ 9,426 | $ 900,490 | (583,116) | (5,939) | 152,677 |
Beginning balance (in shares) at Dec. 31, 2022 | 1 | 1,424,533 | 63,059,501 | ||||
Beginning balance at Dec. 31, 2022 | 492,956 | $ 0 | $ 20,442 | $ 886,322 | (558,763) | (6,659) | 151,614 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (104,192) | ||||||
Other comprehensive income (loss) | (1,639) | ||||||
Ending balance (in shares) at Sep. 30, 2023 | 1 | 651,219 | 67,922,559 | ||||
Ending balance at Sep. 30, 2023 | 424,344 | $ 0 | $ 9,345 | $ 932,138 | (662,955) | (8,298) | 154,114 |
Beginning balance (in shares) at Mar. 31, 2023 | 1 | 656,888 | 64,083,770 | ||||
Beginning balance at Mar. 31, 2023 | 473,538 | $ 0 | $ 9,426 | $ 900,490 | (583,116) | (5,939) | 152,677 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock on exercise of options (in shares) | 202,048 | ||||||
Issuance of common stock on exercise of options | 1,432 | $ 2,129 | (697) | ||||
Issuance of common stock upon vesting of restricted stock units (“RSUs”) (in shares) | 46,066 | ||||||
Issuance of common stock upon vesting of restricted stock units (“RSUs”) | 0 | $ 465 | (465) | ||||
Issuance of common stock for retracted exchangeable shares (in shares) | (5,500) | 5,500 | |||||
Issuance of common stock for retracted exchangeable shares (note 8b) | 0 | $ (79) | $ 79 | ||||
Issuance of common stock in connection with at-the-market ("ATM") program, net of issue costs (in shares) | 3,350,000 | ||||||
Issuance of common stock in connection with at-the-market ("ATM") program, net of issue costs (note 8a) | 26,233 | $ 26,233 | |||||
Stock-based compensation (recovery) expense | 742 | 742 | |||||
Net loss | (51,152) | (51,152) | |||||
Other comprehensive income (loss) | (1,874) | (1,874) | |||||
Ending balance (in shares) at Jun. 30, 2023 | 1 | 651,388 | 67,687,384 | ||||
Ending balance at Jun. 30, 2023 | 448,919 | $ 0 | $ 9,347 | $ 929,396 | (634,268) | (7,813) | 152,257 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock on exercise of options (in shares) | 172,615 | ||||||
Issuance of common stock on exercise of options | 1,328 | $ 2,124 | (796) | ||||
Issuance of common stock through employee stock purchase plan (in shares) | 61,491 | ||||||
Issuance of common stock through employee stock purchase plan | 584 | $ 584 | |||||
Issuance of common stock upon vesting of restricted stock units (“RSUs”) (in shares) | 900 | ||||||
Issuance of common stock upon vesting of restricted stock units (“RSUs”) | 0 | $ 32 | (32) | ||||
Issuance of common stock for retracted exchangeable shares (in shares) | (169) | 169 | |||||
Issuance of common stock for retracted exchangeable shares (note 8b) | 0 | $ (2) | $ 2 | ||||
Stock-based compensation (recovery) expense | 2,685 | 2,685 | |||||
Net loss | (28,687) | (28,687) | 0 | ||||
Other comprehensive income (loss) | (485) | (485) | |||||
Ending balance (in shares) at Sep. 30, 2023 | 1 | 651,219 | 67,922,559 | ||||
Ending balance at Sep. 30, 2023 | $ 424,344 | $ 0 | $ 9,345 | $ 932,138 | $ (662,955) | $ (8,298) | $ 154,114 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (104,192) | $ (185,090) |
Items not involving cash: | ||
Depreciation of property and equipment | 5,926 | 5,068 |
Amortization of intangible assets | 2,029 | 486 |
Stock-based compensation expense (recovery) | 4,732 | (483) |
Amortization of operating lease right-of-use assets | 6,002 | 4,142 |
Deferred income tax expense | 210 | 59 |
Change in fair value of contingent consideration liability | 331 | (250) |
Unrealized foreign exchange gain | (384) | (2,255) |
Changes in non-cash operating working capital: | ||
Accounts receivable | (33,873) | 9,163 |
Prepaid expenses and other current assets | 11,976 | (1,417) |
Accounts payable and accrued liabilities | (22,468) | (11,088) |
Operating lease liabilities | (2,630) | (1,586) |
Deferred revenue and other consideration | 93 | 0 |
Income taxes payable | (9) | 0 |
Net cash used in operating activities | (132,257) | (183,251) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock under at-the-market program and from public offerings, net of issuance costs (notes 8a) | 26,233 | 107,534 |
Issuance of common stock on exercise of stock options (note 8d) | 4,236 | 116 |
Issuance of common stock through employee stock purchase plan (note 8e) | 820 | 1,403 |
Deferred financing fees | (39) | (80) |
Finance lease payments | (14) | (14) |
Net cash provided by financing activities | 31,236 | 108,959 |
Cash flows from investing activities: | ||
Purchases of marketable securities | (491,340) | (138,005) |
Proceeds from marketable securities | 287,747 | 118,463 |
Acquisition of property and equipment | (2,118) | (7,802) |
Acquisition of intangible assets | (205) | (4,440) |
Net cash used in investing activities | (205,916) | (31,784) |
Effect of exchange rate changes on cash and cash equivalents | 357 | 291 |
Net change in cash and cash equivalents | (306,580) | (105,785) |
Cash and cash equivalents, beginning of period | 400,912 | 201,867 |
Cash and cash equivalents, end of period | 94,332 | 96,082 |
Supplemental disclosure of non-cash investing and financing items: | ||
Leased assets obtained in exchange for operating lease liabilities | 922 | 72 |
Acquisition of property and equipment and intangible assets in accounts payable and accrued liabilities | $ 1,073 | $ 1,431 |
Nature of Operations
Nature of Operations | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | Nature of Operations Zymeworks Inc. together with its subsidiaries (collectively the “Company” or “Zymeworks”) is a clinical-stage biopharmaceutical company dedicated to the development of next-generation multifunctional biotherapeutics. Zymeworks BC Inc. ("Zymeworks BC"), (previously known as "Zymeworks Inc.") was incorporated on September 8, 2003 under the laws of the Canada Business Corporations Act. On October 22, 2003, the Company was registered as an extra-provincial company under the Company Act (British Columbia). On May 2, 2017, the Company continued under the Business Corporations Act (British Columbia). Since its inception, the Company has devoted substantially all of its resources to research and development activities, including developing its therapeutic platforms and identifying and developing potential product candidates by undertaking preclinical studies and clinical trials. The Company supports these activities through general and administrative support, as well as by raising capital, conducting business planning and protecting its intellectual property. On July 15, 2022, the Company announced its intention to become a Delaware corporation, subject to receipt of necessary shareholder, stock exchange, and court approvals (the "Redomicile Transactions"). The Redomicile Transactions were completed on October 13, 2022. On October 13, 2022, the Company changed its name to Zymeworks BC. Unless the context otherwise requires or otherwise expressly states, all references in the accompanying consolidated financial statements to “Zymeworks,” the “Company,” “we,” “us” and “our” (i) for periods until completion of the Redomicile Transactions, refer to Zymeworks BC and its subsidiaries and (ii) for periods after completion of the Redomicile Transactions, refer to Zymeworks Inc. (formerly known as Zymeworks Delaware Inc.) and its subsidiaries. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying interim condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, these financial statements do not include all the information and footnotes required for complete financial statements and should be read in conjunction with the audited consolidated financial statements of the Company and the accompanying notes thereto for the year ended December 31, 2022. These unaudited interim condensed consolidated financial statements reflect all adjustments, consisting solely of normal recurring adjustments, which, in the opinion of management, are necessary for a fair presentation of results for the interim periods presented. The results of operations for the three and nine months ended September 30, 2023 and 2022 are not necessarily indicative of results that can be expected for a full year. These unaudited interim condensed consolidated financial statements follow the same significant accounting policies as those described in the notes to the audited consolidated financial statements of the Company for the year ended December 31, 2022. All amounts expressed in the interim condensed consolidated financial statements of the Company and the accompanying notes thereto are expressed in thousands of U.S. dollars, except for share and per share data and where otherwise indicated. References to “$” are to U.S. dollars and references to “C$” are to Canadian dollars. Certain prior period amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations. Use of Estimates The preparation of interim condensed consolidated financial statements in accordance with U.S. GAAP requires the Company to make estimates and judgments in certain circumstances that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, the Company evaluates its estimates, most notably those related to revenue recognition including estimated timing of completion of performance obligations required to meet revenue recognition criteria, accrual of expenses including clinical and preclinical study expense accruals, stock-based compensation, valuation allowance for deferred taxes, benefits under the Scientific Research and Experimental Development (“SR&ED”) program, and other contingencies. Management bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances. Actual results could differ from these estimates. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recent accounting pronouncements not yet adopted The Company has reviewed recent accounting pronouncements and concluded that they are either not applicable to the business, or that no material effect is expected on the consolidated financial statements as a result of future adoption. |
Net loss per share
Net loss per share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net loss per share | Net loss per share Net loss per share for the three and nine months ended September 30, 2023 and 2022 was as follows: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Numerator: Net loss attributable to common stockholders: Basic $ (28,687) $ (47,846) $ (104,192) $ (185,090) Adjustment for change in fair value of liability classified stock options — (18) (12) (217) Diluted $ (28,687) $ (47,864) $ (104,204) $ (185,307) Denominator: Weighted-average common stock outstanding: Basic 70,575,773 66,477,016 68,212,756 64,751,271 Adjustment for dilutive effect of liability classified stock options — 1,141 1,726 4,792 Diluted 70,575,773 66,478,157 68,214,482 64,756,063 Net loss per common share – basic $ (0.41) $ (0.72) $ (1.53) $ (2.86) Net loss per common share – diluted $ (0.41) $ (0.72) $ (1.53) $ (2.86) Weighted average number of shares of common stock used in the basic and diluted earnings per share calculations include Exchangeable Shares and the pre-funded warrants issued in connection with the Company’s June 2019 and January 2020 offerings as the warrants are exercisable at any time for nominal cash consideration. |
Investments
Investments | 9 Months Ended |
Sep. 30, 2023 | |
Investments, All Other Investments [Abstract] | |
Investments | Investments Short-term investments are high credit quality investment grade debt securities with original maturities exceeding three months and accrue interest based on a fixed interest rate for the term. Short-term investments also consist of guaranteed investment certificates (“GICs”) acquired from financial institutions. The Company classifies its marketable securities as available-for-sale securities and are carried at fair value. Long-term investments at September 30, 2023 consist of debt securities with remaining maturities exceeding twelve months and equity securities of $886 acquired for strategic purposes or in connection with licensing and collaboration agreements (December 31, 2022 - $886). As the Company's investments in equity securities do not have readily determinable fair value, they are carried at cost, less any impairment, including any adjustments resulting from observable price changes. Unrealized fair value gains and losses for investments classified as available-for-sale are recorded through other comprehensive income (loss) in stockholders' equity. When the fair value of an available-for-sale security falls below the amortized cost basis it is evaluated to determine if any of the decline in value is attributable to credit loss. Decreases in fair value attributable to credit loss are recorded directly to the consolidated statement of loss with a corresponding allowance for credit losses, limited to the amount that the fair value is below the amortized cost basis. If the credit quality subsequently improves the allowance is reversed up to a maximum of the previously recorded credit losses. When the Company intends to sell an impaired available-for-sale security, or if it is more likely than not that the Company will be required to sell the security prior to recovering the amortized cost basis, the entire fair value adjustment will immediately be recognized in the consolidated statement of loss with no corresponding allowance for credit losses. Realized gains and losses and credit losses, if any, on available-for-sale securities are included in interest income (expense), based on the specific identification method. Available-for-sale securities are also adjusted for amortization of premiums and accretion of discounts to maturity, with such amortization and accretion included within interest income. September 30, 2023 Amortized Cost Unrealized Gain (Loss) Fair Value Short-term investments: GICs and mutual funds $ 74,064 $ — $ 74,064 U.S. Treasury notes 38,077 (13) 38,064 Corporate debt securities 88,928 18 88,946 201,069 5 201,074 Long-term investments: U.S. Treasury notes 15,053 15 15,068 Corporate debt securities 81,379 (1,659) 79,720 Equity securities 886 — 886 97,318 (1,644) 95,674 $ 298,387 $ (1,639) $ 296,748 |
IPR&D and Goodwill
IPR&D and Goodwill | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
IPR&D and Goodwill | IPR&D and Goodwill Acquired IPR&D In-process research and development assets (“IPR&D”) acquired in the 2016 Kairos Therapeutics Inc. (“Kairos”) business combination are classified as indefinite-lived intangible assets and are not currently being amortized. The carrying value of IPR&D, net of impairment, was $17,628 at both September 30, 2023 and December 31, 2022. The Company concluded that there were no impairment indicators related to IPR&D as of September 30, 2023. Goodwill |
Liabilities
Liabilities | 9 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Liabilities | Liabilities Accounts payable and accrued expenses consisted of the following: September 30, December 31, Trade payables $ 11,008 $ 7,863 Accrued research and development expenses 42,934 39,358 Goods and services tax payable — 16,244 Employee compensation and vacation accruals 5,507 14,365 Accrued legal and professional fees 6,280 7,799 Liability for contingent consideration (note 13) 1,271 — Other 789 1,839 Total $ 67,789 $ 87,468 Other long-term liabilities consisted of the following: September 30, December 31, Liability for contingent consideration (note 13) $ 308 $ 1,248 Liability from in-licensing agreements 747 1,047 Finance lease liability (note 11) 120 124 Other 683 682 Total $ 1,858 $ 3,101 |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Shareholders' Equity | Stockholders’ Equity a. Equity Offerings 2023 ATM financing On June 16, 2023, the Company sold 3,350,000 common shares pursuant to the Company's at-the-market sale program, at $8.12 per common share. Net proceeds were $26,233 after underwriting commissions and offering expenses. 2022 Public Offering On January 31, 2022, the Company closed a public offering pursuant to which the Company sold 11,035,000 common shares, including the sale of 1,875,000 common shares to the underwriters upon their full exercise of their over-allotment option, at $8.00 per common share and 3,340,000 pre-funded warrants (note 8c) in lieu of common shares at $7.9999 per pre-funded warrant. Net proceeds were $107,534, after underwriting discounts, commissions and offering expenses. b. Authorized Share Capital and Preferred Stock The Company’s authorized share capital consists of 1,000,000,000 shares of stock, consisting of (i) 900,000,000 shares of common stock, par value $0.00001 per share, and (ii) 100,000,000 shares of preferred stock, par value $0.00001 per share. In connection with the Plan of Arrangement, we issued to Computershare Trust Company of Canada, a trust company existing under the laws of Canada (the “Share Trustee”), one share of our preferred stock, par value $0.00001 per share, which has certain variable voting rights in proportion to the number of Exchangeable Shares outstanding (the “Special Voting Preferred Stock”), enabling the Share Trustee to exercise voting rights for the benefit of the Exchangeable Shareholders. Immediately prior to the completion of the Redomicile Transactions, ther e were 61,699,387 Zymeworks BC common shares issued and outstanding. In connection with the consummation of the Plan of Arrangement, 60,274,854 shares of Common Stock and 1,424,533 Exchangeable Shares were issued to former Zymeworks BC shareholders. As of September 30, 2023, there were 651,219 Exchangeable Shares held by former Zymeworks BC shareholders (December 31, 2022: 1,424,533). We will issue shares of our common stock as consideration when a holder of Exchangeable Shares calls for Exchangeable Shares to be retrac ted by ExchangeCo, when ExchangeCo redeems Exchangeable Shares from the holder, or when CallCo purchases Exchangeable Shares from the Exchangeable Shareholder under CallCo’s overriding call rights. These Exchangeable Shares and the Special Voting Preferred Stock, when taken together, are similar in substance to the Company’s common stock . c. Pre-Funded Common Share Warrants In connection with the public offerings completed on June 24, 2019, January 27, 2020 and January 31, 2022 (note 8a), the Company issued a total of 8,581,961 pre-funded warrants which granted holders of warrants the right to purchase up to 8,581,961 common shares of the Company, at an exercise price of $0.0001 per share. The pre-funded warrants are exercisable by the holders at any time on or after the original issue date. The pre-funded warrants do not expire unless they are exercised or settled in accordance with the pre-funded warrant agreement. As the pre-funded warrants meet the condition for equity classification, proceeds from issuance of the pre-funded warrants, net of any transaction costs, are recorded in additional paid-in capital. Upon exercise of the pre-funded warrants, the historical costs recorded in additional paid-in capital along with exercise price collected from holders will be recorded in common shares. On August 23, 2022, October 25, 2022, October 27, 2022 and October 19, 2023, a total of 8,581,961 pre-funded warrants were exercised in exchange for issuance of 8,581,868 common shares. As of September 30, 2023, there were 2,079,224 pre-funded warrants outstanding (December 31, 2022: 2,079,224). d. Stock-Based Compensation In connection with redomicile transactions in 2022, Zymeworks BC. assigned to the Company, and the Company assumed, all of Zymeworks BC’s rights and obligations under each of the stock-based compensation plans, as described below, and such plans became the Company’s stock-based compensation plans, with each outstanding award assumed by the Company and deemed exchanged for equivalent awards of the Company, except that the security issuable upon exercise or settlement, as applicable, will be shares of common stock of the Company rather than common shares of Zymeworks BC. Original Stock Option Plan On July 14, 2006, the shareholders of the Company approved an employee stock option plan (the “Original Plan”). The total number of options outstanding is not to exceed 20% of the issued common shares of the Company. Options granted under the Original Plan are exercisable at various dates over their 10-year life. The exercise prices of the Company’s stock options under the Original Plan are denominated in Canadian dollars. Upon the effectiveness of the Company’s New Plan described below, no further options were issuable under the Original Plan. However, all outstanding options granted under the Original Plan remain outstanding, subject to the terms of the Original Plan and the applicable grant documents, until such outstanding options are exercised or they terminate or expire by their terms. New Plan and Inducement Plan On April 10, 2017, the Company’s shareholders approved a new stock option plan, which became effective immediately prior to the consummation of the Company’s initial public offering (“IPO”). This plan allows for the grant of options, and also permitted the Company to grant incentive stock options (“ISOs”), within the meaning of Section 422 of the Internal Revenue Code, to its employees, until the shares reserved for issuance of ISOs were depleted. On June 7, 2018, the Company’s shareholders approved an amendment and restatement of this plan (this plan, as amended and restated, the “New Plan”), which includes an article that allows the Company to grant restricted shares, RSU and other share-based awards, in addition to stock options. As of September 30, 2023, 5,060,802 shares of common stock were available for future award grants under the New Plan (December 31, 2022: 3,205,132 shares of common stock). On January 5, 2022, board of directors approved the Zymeworks Inc. Inducement Stock Option and Equity Compensation Plan (the "Inducement Plan") and reserved 750,000 of the Company’s common shares for issuance pursuant to equity awards granted thereunder. As of September 30, 2023, 50,000 shares of common stock were available for future award grants under this plan (December 31, 2022: 50,000). RSUs The following table summarizes the Company's RSU activity under the New Plan since December 31, 2022: Number of RSUs Weighted- Outstanding, December 31, 2022 227,223 17.36 Granted 864,100 8.03 Vested and settled (79,599) 19.40 Forfeited (218,461) 10.66 Outstanding, September 30, 2023 793,263 8.83 As of September 30, 2023, there was $3,014 of unamortized RSU expense that will be recognized over a weighted average period of 1.61 years. Stock Options The following table summarizes the Company’s stock options granted in Canadian dollars under the Original Plan and the New Plan: Number Weighted- Weighted- Weighted- Aggregate Aggregate Outstanding, December 31, 2022 2,147,141 19.02 14.03 6.29 1,460 1,078 Granted — — — Exercised (267,954) 11.29 8.40 Forfeited (311,755) 24.81 18.46 Outstanding, September 30, 2023 1,567,432 19.19 14.12 5.62 155 114 The following table summarizes the Company’s stock options granted in U.S. dollars under the New Plan and the Inducement Plan: Number Weighted- Weighted- Aggregate Outstanding, December 31, 2022 5,565,145 17.10 7.86 1,928 Granted 2,134,450 8.09 Exercised (280,433) 7.03 Forfeited (1,801,624) 19.80 Outstanding, September 30, 2023 5,617,538 13.31 7.70 149 During the nine months ended September 30, 2023, the Company received cash proceeds of $4,236 from stock options exercised. The stock options outstanding at September 30, 2023 expire at various dates from January 1, 2024 to September 10, 2033. The estimated fair values of options granted to officers, directors, employees and consultants are amortized over the relevant vesting periods. Stock-based compensation expense for equity classified instruments, as well as the financial statement impact of the amortization and periodic revaluation of liability classified instruments, are recorded in research and development expense, general and administration expense and finance expense as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Research and development expense: Stock-based compensation expense for equity classified instruments $ 1,324 $ 2,226 $ 684 $ 1,450 Change in fair value of liability classified instruments (7) 2 (7) (772) $ 1,317 $ 2,228 $ 677 $ 678 General and administrative expense: Stock-based compensation expense for equity classified instruments $ 824 $ 2,473 $ 4,935 $ 1,522 Change in fair value of liability classified instruments (177) 29 (1,145) (3,010) $ 647 $ 2,502 $ 3,790 $ (1,488) Finance (income) expense: Change in fair value of liability classified instruments (19) 2 (27) (30) $ (19) $ 2 $ (27) $ (30) Amounts for equity classified instruments above include stock-based compensation expense relating to RSUs of $795 and $2,538 for the three and nine months ended September 30, 2023 (2022: $533 and recovery of $407). The estimated fair value of stock options granted under the New Plan was determined using the Black-Scholes option pricing model with the following weighted-average assumptions: Nine Months Ended September 30, 2023 2022 Dividend yield 0 % 0 % Expected volatility 68.9 % 77.3 % Risk-free interest rate 3.86 % 1.98 % Expected average life of options 5.92 years 5.95 years The weighted-average Black-Scholes option pricing assumptions for liability classified stock options outstanding at September 30, 2023 and 2022 are as follows: September 30, September 30, Dividend yield 0 % 0 % Expected volatility 72.6 % 71.4 % Risk-free interest rate 4.80 % 3.70 % Expected average option term 1.52 years 2.01 years Number of liability classified stock options outstanding 503,166 741,685 At September 30, 2023, the unamortized compensation expense related to unvested options was $8,380. The remaining unamortized compensation expense as of September 30, 2023 will be recognized over a weighted-average period of 1.64 years. e. Employee Stock Purchase Plan On April 10, 2017, the Company’s shareholders approved an employee stock purchase plan (“ESPP”) which became effective immediately prior to the consummation of the Company’s IPO. As this plan is considered compensatory, the Company recognizes compensation expense on these awards based on their estimated grant date fair value using the Black-Scholes option pricing |
Research, Collaboration and Lic
Research, Collaboration and Licensing Agreements | 9 Months Ended |
Sep. 30, 2023 | |
License Agreements Research Collaborations And Development Agreements [Abstract] | |
Research, Collaboration and Licensing Agreements | Research, Collaboration and Licensing Agreements Revenue recognized from the Company’s strategic partnerships is summarized as follows: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Jazz Pharmaceuticals Ireland Limited ("Jazz") Development support payments $ 10,037 $ — $ 67,496 $ — Credit for program amendments — — (20,100) — Drug supply 5,391 — 8,919 — Atreca, Inc. ("Atreca") Research license fee relating to licensing agreement — — 5,000 Research support and other payments from other partners 1,078 2,631 2,771 4,989 $ 16,506 $ 2,631 $ 59,086 $ 9,989 Since December 31, 2022, there have not been any material changes to the key terms of our collaboration and license agreements, except the amendment of Jazz Collaboration Agreement, the termination of the Collaboration and Cross License Agreement between Zymeworks BC and Daiichi Sankyo, dated September 26, 2016 (“2016 Daiichi Collaboration Agreement”), and Termination of BeiGene License and Collaboration Agreement Regarding Zanidatamab Zovodotin and Amendment of BeiGene License and Collaboration Agreement Regarding Zanidatamab as described below: Amendment of Jazz Collaboration Agreement: On April 25, 2023, Zymeworks BC, a subsidiary of the Company, Zymeworks Biopharmaceuticals Inc. (“ZBI”), a subsidiary of Zymeworks BC, Zymeworks Zanidatamab Inc. (“ZZI”), a subsidiary of ZBI formed in December 2022 focused on the Company’s development program for zanidatamab, and Jazz Pharmaceuticals, Inc. (“Jazz Inc.”), entered into a Stock and Asset Purchase Agreement (the “Transfer Agreement”). Under the Transfer Agreement, (i) Jazz Inc. acquired from ZBI 100% of the issued and outstanding capital stock of ZZI, (ii) Jazz Inc. engaged certain Zymeworks BC and ZZI employees associated with the development of zanidatamab, and (iii) Zymeworks BC and ZBI transferred to Jazz Inc. or one of its affiliates contracts with respect to the engagement of certain independent contractors of Zymeworks BC and ZBI that work on the Program (as defined below). In addition, Jazz Inc. acquired from Zymeworks BC and ZBI certain contracts related to the Program, organizational documents and other records of ZZI, certain regulatory filings related to the Program, certain other books, records and other files, documents and information related to the Program, and certain employment records of service providers to be employed by Jazz Inc. and its affiliates following the Closing (as defined below). Subject to the terms and conditions of the Transfer Agreement, Jazz Inc. assumed certain liabilities that arise following the Closing related to the acquired assets and the Program, including with respect to transferred service providers. Zymeworks BC and Jazz Pharmaceuticals Ireland Limited (an affiliate of Jazz Inc.) (a subsidiary of Jazz Pharmaceuticals plc, collectively referred to as “Jazz”) amended and restated the license and collaboration agreement dated October 18, 2022 by and between Zymeworks BC and Jazz (the “Original Jazz Collaboration Agreement”) (as amended the “Amended Jazz Collaboration Agreement”) to reflect the transfer of responsibility for the Program. Under the Amended Jazz Collaboration Agreement, the financial terms of the Original Jazz Collaboration Agreement, as previously disclosed, was unchanged, except that the costs of the Program (including ongoing costs related to the transferred service providers) incurred following the Closing was directly borne by Jazz instead of being incurred by Zymeworks BC and charged back to Jazz for reimbursement, though Zymeworks BC will remain eligible for reimbursement of certain costs for activities where Zymeworks BC maintains responsibility under the Amended Jazz Collaboration Agreement. As part of the amendments to the Amended Collaboration Agreement, the Company agreed to provide a credit to Jazz of $20,100, which has been recognized as a credit to revenue for the nine months ended September 30, 2023. “Program” refers to (i) ongoing clinical trials in certain sites in South Korea that are the responsibility of Zymeworks BC under the Original Jazz Collaboration Agreement and (ii) clinical trials for zanidatamab, other than the studies referenced in (i), initiated by Zymeworks BC in the Territory (as defined in the Original Jazz Collaboration Agreement) prior to the execution of the Original Jazz Collaboration Agreement. The consummation of the transactions contemplated by the Transfer Agreement, including the execution of the Amended Jazz Collaboration Agreement, occurred in May 2023 (the “Closing”). In connection with the Closing, the parties entered into a transition services agreement pursuant to which Zymeworks BC and ZBI provide to Jazz Inc. and Jazz Inc. provides to Zymeworks BC and ZBI certain services to support the transfer of the acquired assets and the Program on a transitional basis. At September 30, 2023, contract liabilities under the Amended Jazz Collaboration Agreement include $93 received in relation to the transfer of prepaid contract costs to Jazz in accordance with the Transfer Agreement. Termination of 2016 Daiichi Collaboration Agreement: The termination of the 2016 Daiichi Collaboration Agreement did not have any financial impact during the nine months ended September 30, 2023, and it has no impact on the License Agreement, dated May 14, 2018, by and between Daiichi Sankyo and Zymeworks BC, which remains in full force and effect. Termination of BeiGene License and Collaboration Agreement Regarding Zanidatamab Zovodotin and Amendment of BeiGene License and Collaboration Agreement Regarding Zanidatamab: On September 18, 2023, Zymeworks BC and BeiGene entered into a Termination Agreement (the “Termination Agreement”) relating to the License and Collaboration Agreement between Zymeworks BC and BeiGene, relating to the research, development and commercialization of zanidatamab zovodotin, dated November 26, 2018, as amended on May 25, 2020 and June 2, 2021 (collectively, the “Zanidatamab Zovodotin License and Collaboration Agreement”). The Termination Agreement does not terminate the Zanidatamab License and Collaboration Agreement (as defined below). Previously, Zymeworks BC and BeiGene entered into the Zanidatamab Zovodotin License and Collaboration Agreement, pursuant to which Zymeworks BC granted BeiGene a royalty-bearing exclusive license for the research, development and commercialization of zanidatamab zovodotin in Asia (excluding Japan but including the People’s Republic of China, South Korea and other countries), Australia and New Zealand (collectively, the "BeiGene Territory"). Pursuant to the Zanidatamab Zovodotin License and Collaboration Agreement, Zymeworks BC was eligible to receive up to $195,000 in deve lopment and commercial milestone payments and royalties ranging from the high single digit percentages up to 20% on product sales. Pursuant to the Termination Agreement, the Zanidatamab Zovodotin License and Collaboration Agreement is terminated, effective as of September 18, 2023, and is no longer in effect, except that the termination does not relieve the parties from obligations under the Zanidatamab Zovodotin License and Collaboration Agreement that accrued prior to the termination and certain other provisions expressly indicated to survive the termination, including certain licenses to BeiGene intellectual property with respect to zanidatamab zovodotin. In connection with the entry into the Termination Agreement, on September 18, 2023, Zymeworks BC and BeiGene also entered into the Third Amendment to License and Collaboration Agreement (the “Amendment”) relating to the License and Collaboration Agreement between Zymeworks BC and BeiGene relating to the research, development and commercialization of zanidatamab, dated November 26, 2018, as amended on March 29, 2021 and August 10, 2021 (collectively, the “Zanidatamab License and Collaboration Agreement”). Pursuant to the Zanidatamab License and Collaboration Agreement, Zymeworks BC granted BeiGene a royalty-bearing exclusive license for the research, development and commercialization of zanidatamab in the BeiGene Territory. Pursuant to the Amendment, Zymeworks BC is eligible to receive tiered royalties ranging from the high single digit percentages up to 19.5% on net sales of zanidatamab, which amends the previous provision to uniformly reduce all such royalty rates by one-half of one percent (0.5%) (“Royalty Reduction”). The Royalty Reduction will apply until the cumulative reduction in royalties owed to Zymeworks BC as a result of the Royalty Reduction, relative to the royalties that would have been owed to Zymeworks BC absent the Royalty Reduction, reaches a dollar cap in the low double-digit millions of dollars. Thereafter, the Royalty Reduction will no longer apply to reduce any royalties owed to Zymeworks BC under the Zanidatamab License and Collaboration Agreement. Pursuant to the Amendment, the remaining provisions of the Zanidatamab License and Collaboration Agreement remain unchanged. The Termination Agreement and the Amendment did not have any financial impact on the Company's financial statements as of and for the three and nine months ended September 30, 2023. For further information on the terms and conditions of our existing collaboration and license agreements, please refer to the notes to the consolidated financial statements included in our Annual Report on Form 10-K for the year-ended December 31, 2022. At September 30, 2023, total contract assets from research, collaboration and licensing agreements were $nil (December 31, 2022: $3,000 which is presented within accounts receivable) and total contract liabilities were $33,034 (December 31, 2022: $32,941). |
Other income (expense), net
Other income (expense), net | 9 Months Ended |
Sep. 30, 2023 | |
Other Income and Expenses [Abstract] | |
Other income (expense), net | Other income (expense), net Other income (expense), net, consists of the following: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Foreign exchange gain (loss), net $ 264 $ 1,456 $ (631) $ 1,817 Other 370 (98) 569 (15) $ 634 $ 1,358 $ (62) $ 1,802 |
Leases
Leases | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Leases | Leases The lease for our Vancouver location, which we entered into in January 2019, has an initial term expiring in February 2032, with two five-year extension options. In addition, the Company leases office spaces in Bellevue and Seattle, Washington with lease terms expiring between December 2024 and May 2027. None of the optional extension periods have been included in the determination of the right-of-use assets or the lease liabilities for operating leases as the Company did not consider it reasonably certain that the Company would exercise any such options. The Company also leases office equipment under capital lease agreements. The balance sheet classification of the Company’s lease liabilities was as follows: September 30, December 31, Operating lease liabilities: Current portion $ 3,841 $ 3,322 Long-term portion 22,408 24,667 Total operating lease liabilities 26,249 $ 27,989 Finance lease liabilities: Current portion 12 16 Long-term portion 120 124 Total finance lease liabilities 132 140 Total lease liabilities $ 26,381 $ 28,129 Cash paid for amounts included in the measurement of operating lease liabilities for the three and nine months ended September 30, 2023 were $1,228 and $3,543, respectively, and were included in net cash used in operating activities in the consolidated statement of cash flows. As of September 30, 2023, the maturities of the Company’s operating lease liabilities were as follows: Operating Within 1 year $ 5,070 1 to 2 years 4,820 2 to 3 years 4,609 3 to 4 years 4,130 4 to 5 years 3,108 Thereafter 9,300 Total operating lease payments 31,037 Less: Imputed interest (4,788) Operating lease liabilities $ 26,249 As of September 30, 2023, the weighted average remaining lease term is 7.0 years and the weighted average discount rate used to determine the operating lease liability was 4.8% for leases in Canadian dollars and 3.0% for leases in U.S. dollars. The cost components of the operating leases were as follows for the three and nine months ended September 30, 2023 and 2022: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Lease expenses: Operating lease expense $ 4,675 $ 479 $ 6,010 $ 5,316 Variable lease expense 358 718 1,193 878 $ 5,033 $ 1,197 $ 7,203 $ 6,194 |
Leases | Leases The lease for our Vancouver location, which we entered into in January 2019, has an initial term expiring in February 2032, with two five-year extension options. In addition, the Company leases office spaces in Bellevue and Seattle, Washington with lease terms expiring between December 2024 and May 2027. None of the optional extension periods have been included in the determination of the right-of-use assets or the lease liabilities for operating leases as the Company did not consider it reasonably certain that the Company would exercise any such options. The Company also leases office equipment under capital lease agreements. The balance sheet classification of the Company’s lease liabilities was as follows: September 30, December 31, Operating lease liabilities: Current portion $ 3,841 $ 3,322 Long-term portion 22,408 24,667 Total operating lease liabilities 26,249 $ 27,989 Finance lease liabilities: Current portion 12 16 Long-term portion 120 124 Total finance lease liabilities 132 140 Total lease liabilities $ 26,381 $ 28,129 Cash paid for amounts included in the measurement of operating lease liabilities for the three and nine months ended September 30, 2023 were $1,228 and $3,543, respectively, and were included in net cash used in operating activities in the consolidated statement of cash flows. As of September 30, 2023, the maturities of the Company’s operating lease liabilities were as follows: Operating Within 1 year $ 5,070 1 to 2 years 4,820 2 to 3 years 4,609 3 to 4 years 4,130 4 to 5 years 3,108 Thereafter 9,300 Total operating lease payments 31,037 Less: Imputed interest (4,788) Operating lease liabilities $ 26,249 As of September 30, 2023, the weighted average remaining lease term is 7.0 years and the weighted average discount rate used to determine the operating lease liability was 4.8% for leases in Canadian dollars and 3.0% for leases in U.S. dollars. The cost components of the operating leases were as follows for the three and nine months ended September 30, 2023 and 2022: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Lease expenses: Operating lease expense $ 4,675 $ 479 $ 6,010 $ 5,316 Variable lease expense 358 718 1,193 878 $ 5,033 $ 1,197 $ 7,203 $ 6,194 |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments | Financial Instruments The Company evaluates financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level of classification each reporting period. This determination requires the Company to make subjective judgments as to the significance of inputs used in determining fair value and where such inputs lie within the fair value hierarchy. Fair Value Measurements The Company measures certain financial instruments and other items at fair value. To determine fair value, the Company uses a fair value hierarchy that prioritizes the inputs, assumptions and valuation techniques used to measure fair value. The three levels of the fair value hierarchy are as follows: • Level 1 inputs are unadjusted quoted market prices for identical instruments available in active markets. • Level 2 inputs are inputs other than Level 1 prices, such as prices for a similar asset or liability that are observable either directly or indirectly. If the asset or liability has a contractual term, the input must be observable for substantially the full term. An example includes quoted market prices for similar assets or liabilities in active markets. • Level 3 inputs are unobservable inputs for the asset or liability and will reflect management’s assessment about market assumptions that would be used to price the asset or liability. Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy. The Company’s financial instruments consist of cash and cash equivalents, short-term and long-term investments in marketable and other securities, accounts receivable, accounts payable and accrued liabilities, contingent consideration, finance and operating lease obligations, and other long-term liabilities. The carrying values of cash and cash equivalents, investments in marketable securities, accounts receivable and accounts payable and accrued liabilities approximate their fair values due to the near-term maturities of these financial instruments. As at September 30, 2023, long-term investments in equity securities of private entities are accounted for as available for sale at their fair values. Other long-term liabilities for contingent consideration related to business acquisitions are recorded at fair value on the acquisition date and are adjusted quarterly for changes in fair value. Changes in the fair value of contingent consideration liabilities can result from changes in anticipated milestone payments and changes in assumed discount periods and rates. These inputs are unobservable in the market and therefore categorized as level 3 inputs as defined above. The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis, and indicate the fair value hierarchy of the valuation techniques used to determine such fair value: September 30, Level 1 Level 2 Level 3 Assets Cash and cash equivalents: Cash and GICs $ 94,332 $ 94,332 $ — $ — Investments: GICs and mutual funds 74,064 74,064 — — U.S. Treasury notes 53,132 53,132 — — Corporate debt securities 168,666 — 168,666 — Total $ 390,194 $ 221,528 $ 168,666 $ — Liabilities Liability for contingent consideration (note 13) 1,579 — — 1,579 Total $ 1,579 $ — $ — $ 1,579 December 31, Level 1 Level 2 Level 3 Assets Cash equivalents: Cash and GICs $ 400,912 $ 400,912 $ — $ — Investments: GICs 91,320 91,320 — — Total $ 492,232 $ 492,232 $ — $ — Liabilities Liability for contingent consideration (note 13) 1,248 — — 1,248 Total $ 1,248 $ — $ — $ 1,248 The following table presents the changes in fair value of the Company’s liability for contingent consideration: Liability at Increase / (decrease) in fair value of liability for contingent consideration Amounts paid or transferred to payables Liability at end Three months ended September 30, 2023 $ 1,747 $ (168) $ — $ 1,579 Nine months ended September 30, 2023 $ 1,248 $ 331 $ — $ 1,579 Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash and cash equivalents, short-term investments, long-term investments and accounts receivable. Cash and cash equivalents and investments in marketable securities are invested in accordance with the Company’s cash investment policy with the primary objective being the preservation of capital and maintenance of liquidity. The cash investment policy includes guidelines on the quality of financial instruments and defines allowable investments that the Company believes minimizes the exposure to concentration of credit risk. The Company limits its exposure to credit loss by placing its cash and cash equivalents and short-term investments with high credit quality financial institutions. At September 30, 2023, the maximum exposure to credit risk for accounts receivable was $67,273, 96% of which was from Jazz Pharmaceuticals Ireland Limited (a subsidiary of Jazz Pharmaceuticals plc, collectively referred to as “Jazz”) (December 31, 2022: $33,400) and all accounts receivable are due within the next 12 months. As at September 30, 2023 and December 31, 2022, the Company has recognized nominal amounts of provision for expected credit losses in relation to accounts receivable. Liquidity Risk Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s short-term cash requirements are primarily to settle its financial liabilities, which consist primarily of accounts payable and accrued liabilities falling due within 45 days and current portion of lease obligations falling due within the next 12 months, with medium-term requirements to invest in property and equipment and research and development. The Company’s principal sources of liquidity to settle its financial liabilities are cash, cash equivalents, short-term and long-term investments, collection of accounts receivable relating to research collaboration and license agreements and additional public equity offerings as required. The Company believes that these principal sources of liquidity are sufficient to fund its operations for at least the next 12 months. Foreign Currency Risk The Company incurs certain operating expenses in currencies other than the U.S. dollar and accordingly is subject to foreign exchange risk due to fluctuations in exchange rates. The Company does not use derivative instruments to hedge exposure to foreign exchange risk due to the low volume of transactions denominated in foreign currencies. At September 30, 2023, the Company’s net monetary liabilities denominated in Canadian dollars were $1,571 (C$2,139). The operating results and financial position of the Company are reported in U.S. dollars in the Company’s interim condensed consolidated financial statements. The fluctuation of the U.S. dollar relative to the Canadian dollar and other foreign currencies will have an impact on the reported balances for net assets, net loss and stockholders’ equity in the Company’s interim condensed consolidated financial statements. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments The Company has entered into research collaboration agreements with strategic partners in the ordinary course of operations that may include contractual milestone payments related to the achievement of pre-specified research, development, regulatory and commercialization events and indemnification provisions, which are common in such agreements. Pursuant to the agreements, the Company is obligated to make research and development and regulatory milestone payments upon the occurrence of certain events and royalty payments based on net sales. The maximum amount of potential future indemnification is unlimited, however, the Company currently holds commercial and product liability insurance that limits the Company’s liability and may enable it to recover a portion of any future amounts paid. Historically, the Company has not made any indemnification payments under such agreements and believes that the fair value of these indemnification obligations is minimal. Accordingly, the Company has not recognized any liabilities relating to indemnification obligations for any period presented in the interim condensed consolidated financial statements. In connection with the Company’s 2016 Kairos acquisition, the Company may be required to make future payments of up to an aggregate of C$8,500, consisting of (i) a C$2,500 payment when the first patient is dosed in the first Phase 2 trial and (ii) a C$6,000 payment when the first patient is dosed in the first Phase 3 trial, to CDRD Ventures Inc. (“CVI ”) u pon the direct achievement of certain development milestones for products incorporating certain Kairos intellectual property (such as zanidatamab zovodotin or other product candidates using our ZymeLink technology). In addition, CVI is eligible to receive low single-digit royalty payments from the Company on the net sales of such products. For out-licensed products and technologies incorporating certain Kairos intellectual property, the Company may also be required to pay CVI a mid-single digit percentage of certain future revenue. As of September 30, 2023, the contingent consideration had an estimated fair value of $1,579, which has been recorded within other long-term liabilities on the Company’s consolidated balance sheet (December 31, 2022: $1,248). The contingent consideration was calculated using a probability weighted assessment of the likelihood of the milestones being met, a probability adjusted discount rate that reflects the stage of the development and time to complete the development. Contingent consideration is a financial liability and measured at its fair value at each reporting period, with any changes in fair value from the previous reporting period recorded within research and development expenses in the statement of loss and comprehensive loss. Contingencies From time to time, the Company may be subject to various legal proceedings and claims related to matters arising in the ordinary course of business. The Company does not believe it is currently subject to any material matters where there is at least a reasonable possibility that a material loss may be incurred. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Events On October 19, 2023, the Company issued an aggregate of 2,079,193 shares of common stock to a warrant holder upon the cashless exercise of 2,079,224 pre-funded warrants. Each pre-funded warrant had an exercise price of $0.0001 per share of common stock. On October 27, 2023, Zymeworks BC received written notice from LEO Pharma A/S (“LEO”), stating that LEO has elected to terminate, in its entirety, the Research and License Agreement, by and between Zymeworks BC and LEO, dated October 23, 2018 (the “Research and License Agreement”). In accordance with the terms of the Research and License Agreement, the termination of such agreement will be effective on January 25, 2024 (the “Termination Date”). LEO’s written notice stated that its decision to terminate was due to the closure of its bispecific antibody program, and, as a result, the Research and License Agreement is being terminated for convenience in accordance with the terms of such agreement without modifications or amendment thereto. Pursuant to the terms of the Research and License Agreement, Zymeworks BC granted LEO a non-exclusive, worldwide, royalty-free, research and development license under Zymeworks BC’s Azymetric and EFECT platforms to perform preclinical research and development of antibodies pursuant to a research program, under which Zymeworks BC and LEO were jointly responsible for certain research activities, with Zymeworks BC’s costs to be fully reimbursed by LEO. Upon LEO selecting certain sequence pairs identified pursuant to the research program (each, a “Collaboration Sequence Pair”), Zymeworks BC would grant to LEO an exclusive license under Zymeworks BC’s Azymetric and EFECT platforms to make, use, sell, and import antibodies derived and generated from such Collaboration Sequence Pairs to incorporate into products, and to develop, make, use, sell, and import such products for dermatologic indications. LEO granted Zymeworks BC a non-exclusive license under LEO’s intellectual property to develop and commercialize antibodies resulting from the research program in all therapeutic areas other than dermatologic indications. In connection with entry into the Research and License Agreement, Zymeworks BC received an upfront payment of $5.0 million. In addition, (i) for the first product that incorporated a Collaboration Sequence Pair, Zymeworks BC was eligible to receive preclinical and development milestone payments of up to $74.0 million and commercial milestone payments of up to $157.0 million together with tiered royalties on future sales of up to 20% in the United States and up to high single digit percentages elsewhere, and (ii) for the second product that incorporated a Collaboration Sequence Pair, Zymeworks BC was eligible to receive preclinical and development milestone payments of up to $86.5 million and commercial milestone payments of up to $157.0 million together with tiered royalties on future sales of up to low double digit percentages globally. For products developed by Zymeworks BC that include a Collaboration Sequence Pair and are sold outside of the field of dermatology, LEO was eligible to receive commercial milestone payments and up to single-digit percentage royalties on future sales. No development or commercial milestone payments or royalties were received by Zymeworks BC. Effective as of the Termination Date, the Research and License Agreement will be terminated and will no longer be in effect, except that such termination does not relieve the parties from any obligation under the Research and License Agreement that accrued prior to the termination or affect the survival of any other right, duty or obligation of the parties under the Research and License Agreement, including certain other provisions expressly indicated to survive the termination. As a result of termination, LEO will reimburse Zymeworks BC for all non-cancellable costs incurred by Zymeworks BC or its affiliates in connection with the research program. In addition, LEO must (i) cease all research, development and commercialization of the antibodies and products developed under the Research and License Agreement and (ii) effective as of the Termination Date, assign to Zymeworks BC all rights, title and interest in and to LEO’s intellectual property, including patent rights generated in the performance of the research program. In addition, the license granted to Zymeworks BC under LEO’s intellectual property to make, use, sell and import products that incorporate sequences developed pursuant to the research program outside of the field of dermatology will survive and become fully-paid, perpetual, irrevocable and royalty-free effective as of the Termination Date, and Zymeworks BC will not be restricted from using Zymeworks BC’s Azymetric and EFECT platforms to develop products in the field of dermatology. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying interim condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, these financial statements do not include all the information and footnotes required for complete financial statements and should be read in conjunction with the audited consolidated financial statements of the Company and the accompanying notes thereto for the year ended December 31, 2022. These unaudited interim condensed consolidated financial statements reflect all adjustments, consisting solely of normal recurring adjustments, which, in the opinion of management, are necessary for a fair presentation of results for the interim periods presented. The results of operations for the three and nine months ended September 30, 2023 and 2022 are not necessarily indicative of results that can be expected for a full year. These unaudited interim condensed consolidated financial statements follow the same significant accounting policies as those described in the notes to the audited consolidated financial statements of the Company for the year ended December 31, 2022. |
Reclassifications | Certain prior period amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations. |
Use of Estimates | Use of Estimates The preparation of interim condensed consolidated financial statements in accordance with U.S. GAAP requires the Company to make estimates and judgments in certain circumstances that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, the Company evaluates its estimates, most notably those related to revenue recognition including estimated timing of completion of performance obligations required to meet revenue recognition criteria, accrual of expenses including clinical and preclinical study expense accruals, stock-based compensation, valuation allowance for deferred taxes, benefits under the Scientific Research and Experimental Development (“SR&ED”) program, and other contingencies. Management bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances. Actual results could differ from these estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recent accounting pronouncements not yet adopted The Company has reviewed recent accounting pronouncements and concluded that they are either not applicable to the business, or that no material effect is expected on the consolidated financial statements as a result of future adoption. |
Net loss per share (Tables)
Net loss per share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Diluted Net Loss Per Share | Net loss per share for the three and nine months ended September 30, 2023 and 2022 was as follows: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Numerator: Net loss attributable to common stockholders: Basic $ (28,687) $ (47,846) $ (104,192) $ (185,090) Adjustment for change in fair value of liability classified stock options — (18) (12) (217) Diluted $ (28,687) $ (47,864) $ (104,204) $ (185,307) Denominator: Weighted-average common stock outstanding: Basic 70,575,773 66,477,016 68,212,756 64,751,271 Adjustment for dilutive effect of liability classified stock options — 1,141 1,726 4,792 Diluted 70,575,773 66,478,157 68,214,482 64,756,063 Net loss per common share – basic $ (0.41) $ (0.72) $ (1.53) $ (2.86) Net loss per common share – diluted $ (0.41) $ (0.72) $ (1.53) $ (2.86) |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Investments, All Other Investments [Abstract] | |
Schedule of Available-for-Sale Securities Reconciliation | September 30, 2023 Amortized Cost Unrealized Gain (Loss) Fair Value Short-term investments: GICs and mutual funds $ 74,064 $ — $ 74,064 U.S. Treasury notes 38,077 (13) 38,064 Corporate debt securities 88,928 18 88,946 201,069 5 201,074 Long-term investments: U.S. Treasury notes 15,053 15 15,068 Corporate debt securities 81,379 (1,659) 79,720 Equity securities 886 — 886 97,318 (1,644) 95,674 $ 298,387 $ (1,639) $ 296,748 |
Liabilities (Tables)
Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consisted of the following: September 30, December 31, Trade payables $ 11,008 $ 7,863 Accrued research and development expenses 42,934 39,358 Goods and services tax payable — 16,244 Employee compensation and vacation accruals 5,507 14,365 Accrued legal and professional fees 6,280 7,799 Liability for contingent consideration (note 13) 1,271 — Other 789 1,839 Total $ 67,789 $ 87,468 |
Schedule of Other Long-term Liabilities | Other long-term liabilities consisted of the following: September 30, December 31, Liability for contingent consideration (note 13) $ 308 $ 1,248 Liability from in-licensing agreements 747 1,047 Finance lease liability (note 11) 120 124 Other 683 682 Total $ 1,858 $ 3,101 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Schedule of Share-based Payment Arrangement, Restricted Stock Unit, Activity | The following table summarizes the Company's RSU activity under the New Plan since December 31, 2022: Number of RSUs Weighted- Outstanding, December 31, 2022 227,223 17.36 Granted 864,100 8.03 Vested and settled (79,599) 19.40 Forfeited (218,461) 10.66 Outstanding, September 30, 2023 793,263 8.83 |
Schedule of Stock Options Granted | The following table summarizes the Company’s stock options granted in Canadian dollars under the Original Plan and the New Plan: Number Weighted- Weighted- Weighted- Aggregate Aggregate Outstanding, December 31, 2022 2,147,141 19.02 14.03 6.29 1,460 1,078 Granted — — — Exercised (267,954) 11.29 8.40 Forfeited (311,755) 24.81 18.46 Outstanding, September 30, 2023 1,567,432 19.19 14.12 5.62 155 114 The following table summarizes the Company’s stock options granted in U.S. dollars under the New Plan and the Inducement Plan: Number Weighted- Weighted- Aggregate Outstanding, December 31, 2022 5,565,145 17.10 7.86 1,928 Granted 2,134,450 8.09 Exercised (280,433) 7.03 Forfeited (1,801,624) 19.80 Outstanding, September 30, 2023 5,617,538 13.31 7.70 149 |
Schedule of Stock-Based Compensation Expense | Stock-based compensation expense for equity classified instruments, as well as the financial statement impact of the amortization and periodic revaluation of liability classified instruments, are recorded in research and development expense, general and administration expense and finance expense as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Research and development expense: Stock-based compensation expense for equity classified instruments $ 1,324 $ 2,226 $ 684 $ 1,450 Change in fair value of liability classified instruments (7) 2 (7) (772) $ 1,317 $ 2,228 $ 677 $ 678 General and administrative expense: Stock-based compensation expense for equity classified instruments $ 824 $ 2,473 $ 4,935 $ 1,522 Change in fair value of liability classified instruments (177) 29 (1,145) (3,010) $ 647 $ 2,502 $ 3,790 $ (1,488) Finance (income) expense: Change in fair value of liability classified instruments (19) 2 (27) (30) $ (19) $ 2 $ (27) $ (30) |
Schedule of Estimated Fair Value of Stock Options Assumptions | The estimated fair value of stock options granted under the New Plan was determined using the Black-Scholes option pricing model with the following weighted-average assumptions: Nine Months Ended September 30, 2023 2022 Dividend yield 0 % 0 % Expected volatility 68.9 % 77.3 % Risk-free interest rate 3.86 % 1.98 % Expected average life of options 5.92 years 5.95 years The weighted-average Black-Scholes option pricing assumptions for liability classified stock options outstanding at September 30, 2023 and 2022 are as follows: September 30, September 30, Dividend yield 0 % 0 % Expected volatility 72.6 % 71.4 % Risk-free interest rate 4.80 % 3.70 % Expected average option term 1.52 years 2.01 years Number of liability classified stock options outstanding 503,166 741,685 |
Research, Collaboration and L_2
Research, Collaboration and Licensing Agreements (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
License Agreements Research Collaborations And Development Agreements [Abstract] | |
Schedule of Revenue Recognized from Strategic Partnerships | Revenue recognized from the Company’s strategic partnerships is summarized as follows: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Jazz Pharmaceuticals Ireland Limited ("Jazz") Development support payments $ 10,037 $ — $ 67,496 $ — Credit for program amendments — — (20,100) — Drug supply 5,391 — 8,919 — Atreca, Inc. ("Atreca") Research license fee relating to licensing agreement — — 5,000 Research support and other payments from other partners 1,078 2,631 2,771 4,989 $ 16,506 $ 2,631 $ 59,086 $ 9,989 |
Other income (expense), net (Ta
Other income (expense), net (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Income (Expense), Net | Other income (expense), net, consists of the following: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Foreign exchange gain (loss), net $ 264 $ 1,456 $ (631) $ 1,817 Other 370 (98) 569 (15) $ 634 $ 1,358 $ (62) $ 1,802 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Schedule of Balance Sheet Classification of Lease Liabilities | The balance sheet classification of the Company’s lease liabilities was as follows: September 30, December 31, Operating lease liabilities: Current portion $ 3,841 $ 3,322 Long-term portion 22,408 24,667 Total operating lease liabilities 26,249 $ 27,989 Finance lease liabilities: Current portion 12 16 Long-term portion 120 124 Total finance lease liabilities 132 140 Total lease liabilities $ 26,381 $ 28,129 |
Schedule of Maturities of Operating Lease Liabilities | As of September 30, 2023, the maturities of the Company’s operating lease liabilities were as follows: Operating Within 1 year $ 5,070 1 to 2 years 4,820 2 to 3 years 4,609 3 to 4 years 4,130 4 to 5 years 3,108 Thereafter 9,300 Total operating lease payments 31,037 Less: Imputed interest (4,788) Operating lease liabilities $ 26,249 |
Schedule of Cost Components of Operating Leases | The cost components of the operating leases were as follows for the three and nine months ended September 30, 2023 and 2022: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Lease expenses: Operating lease expense $ 4,675 $ 479 $ 6,010 $ 5,316 Variable lease expense 358 718 1,193 878 $ 5,033 $ 1,197 $ 7,203 $ 6,194 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Liabilities Measured at Fair Value on a Recurring Basis | The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis, and indicate the fair value hierarchy of the valuation techniques used to determine such fair value: September 30, Level 1 Level 2 Level 3 Assets Cash and cash equivalents: Cash and GICs $ 94,332 $ 94,332 $ — $ — Investments: GICs and mutual funds 74,064 74,064 — — U.S. Treasury notes 53,132 53,132 — — Corporate debt securities 168,666 — 168,666 — Total $ 390,194 $ 221,528 $ 168,666 $ — Liabilities Liability for contingent consideration (note 13) 1,579 — — 1,579 Total $ 1,579 $ — $ — $ 1,579 December 31, Level 1 Level 2 Level 3 Assets Cash equivalents: Cash and GICs $ 400,912 $ 400,912 $ — $ — Investments: GICs 91,320 91,320 — — Total $ 492,232 $ 492,232 $ — $ — Liabilities Liability for contingent consideration (note 13) 1,248 — — 1,248 Total $ 1,248 $ — $ — $ 1,248 |
Schedule of Changes in Fair Value of the Company's Liability for Contingent Consideration | The following table presents the changes in fair value of the Company’s liability for contingent consideration: Liability at Increase / (decrease) in fair value of liability for contingent consideration Amounts paid or transferred to payables Liability at end Three months ended September 30, 2023 $ 1,747 $ (168) $ — $ 1,579 Nine months ended September 30, 2023 $ 1,248 $ 331 $ — $ 1,579 |
Net loss per share - Schedule o
Net loss per share - Schedule of Calculation of Diluted Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Net loss attributable to common stockholders: | ||||
Basic | $ (28,687) | $ (47,846) | $ (104,192) | $ (185,090) |
Adjustment for change in fair value of liability classified stock options | 0 | (18) | (12) | (217) |
Diluted | $ (28,687) | $ (47,864) | $ (104,204) | $ (185,307) |
Weighted-average common stock outstanding: | ||||
Basic (in shares) | 70,575,773 | 66,477,016 | 68,212,756 | 64,751,271 |
Adjustment for dilutive effect of liability classified stock options (in shares) | 0 | 1,141 | 1,726 | 4,792 |
Diluted (in shares) | 70,575,773 | 66,478,157 | 68,214,482 | 64,756,063 |
Net loss per common share – basic (in dollars per share) | $ (0.41) | $ (0.72) | $ (1.53) | $ (2.86) |
Net loss per common share – diluted (in dollars per share) | $ (0.41) | $ (0.72) | $ (1.53) | $ (2.86) |
Investments - Additional Inform
Investments - Additional Information (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Investments, All Other Investments [Abstract] | ||
Equity securities, fair value | $ 886 | $ 886 |
Investments - Schedule of Avail
Investments - Schedule of Available-for-Sale Securities Reconciliation (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Debt Securities, Available-for-Sale [Line Items] | ||
Equity securities, fair value | $ 886 | $ 886 |
Investments, cost | 298,387 | |
Investments, unrealized gain (loss) | (1,639) | |
Investments, fair value | 296,748 | |
Short-term investments: | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Debt securities, amortized cost | 201,069 | |
Debt securities, unrealized gain (loss) | 5 | |
Debt securities, fair value | 201,074 | |
Long-term investments: | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Equity securities, amortized cost | 886 | |
Equity securities, unrealized gain (loss) | 0 | |
Equity securities, fair value | 886 | |
Investments, cost | 97,318 | |
Investments, unrealized gain (loss) | (1,644) | |
Investments, fair value | 95,674 | |
GICs and mutual funds | Short-term investments: | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Debt securities, amortized cost | 74,064 | |
Debt securities, unrealized gain (loss) | 0 | |
Debt securities, fair value | 74,064 | |
U.S. Treasury notes | Short-term investments: | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Debt securities, amortized cost | 38,077 | |
Debt securities, unrealized gain (loss) | (13) | |
Debt securities, fair value | 38,064 | |
U.S. Treasury notes | Long-term investments: | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Debt securities, amortized cost | 15,053 | |
Debt securities, unrealized gain (loss) | 15 | |
Debt securities, fair value | 15,068 | |
Corporate debt securities | Short-term investments: | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Debt securities, amortized cost | 88,928 | |
Debt securities, unrealized gain (loss) | 18 | |
Debt securities, fair value | 88,946 | |
Corporate debt securities | Long-term investments: | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Debt securities, amortized cost | 81,379 | |
Debt securities, unrealized gain (loss) | (1,659) | |
Debt securities, fair value | $ 79,720 |
IPR&D and Goodwill (Details)
IPR&D and Goodwill (Details) | 9 Months Ended | |
Sep. 30, 2023 USD ($) reportingUnit | Dec. 31, 2022 USD ($) | |
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
In-process research and development | $ 17,628,000 | $ 17,628,000 |
Number of reporting units | reportingUnit | 1 | |
Goodwill impairment loss | $ 0 | |
IPR&D | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
In-process research and development | 17,628,000 | $ 17,628,000 |
Impairment of intangible assets | $ 0 |
Liabilities - Schedule of Accou
Liabilities - Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Trade payables | $ 11,008 | $ 7,863 |
Accrued research and development expenses | 42,934 | 39,358 |
Goods and services tax payable | 0 | 16,244 |
Employee compensation and vacation accruals | 5,507 | 14,365 |
Accrued legal and professional fees | 6,280 | 7,799 |
Liability for contingent consideration (note 13) | 1,271 | 0 |
Other | 789 | 1,839 |
Total | $ 67,789 | $ 87,468 |
Liabilities - Schedule of Other
Liabilities - Schedule of Other Long-term Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Total | Total |
Liability for contingent consideration (note 13) | $ 308 | $ 1,248 |
Liability from in-licensing agreements | 747 | 1,047 |
Finance lease liability (note 11) | 120 | 124 |
Other | 683 | 682 |
Total | $ 1,858 | $ 3,101 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 14 Months Ended | 31 Months Ended | |||||||||
Jun. 16, 2023 | Oct. 13, 2022 | Jan. 31, 2022 | Jul. 14, 2006 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Oct. 19, 2023 | Jan. 31, 2022 | Dec. 31, 2022 | Oct. 12, 2022 | Jan. 05, 2022 | |
Temporary Equity [Line Items] | |||||||||||||
All classes of stock, shares authorized | 1,000,000,000 | 1,000,000,000 | |||||||||||
Common stock, shares authorized (in shares) | 900,000,000 | 900,000,000 | 900,000,000 | ||||||||||
Common stock, par value per share (in dollars per share) | $ 0.00001 | $ 0.00001 | $ 0.00001 | ||||||||||
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | 100,000,000 | ||||||||||
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 | $ 0.00001 | ||||||||||
Preferred stock, shares outstanding (in shares) | 1 | 1 | 1 | ||||||||||
Preferred stock, shares issued (in shares) | 1 | 1 | 1 | ||||||||||
Common shares issued (in shares) | 67,922,559 | 67,922,559 | 63,059,501 | ||||||||||
Common shares outstanding (in shares) | 67,922,559 | 67,922,559 | 63,059,501 | ||||||||||
Exchangeable shares, shares outstanding (in shares) | 651,219 | 651,219 | 1,424,533 | ||||||||||
Shares granted with respect to maximum fixed amount equal, percentage | 20% | ||||||||||||
Options granted under original plan exercisable period | 10 years | ||||||||||||
Number of shares available for grant (in shares) | 5,060,802 | 5,060,802 | 3,205,132 | ||||||||||
Proceeds from stock options exercised | $ 4,236 | ||||||||||||
Unamortized compensation expense related to unvested options | $ 8,380 | ||||||||||||
Remaining unamortized compensation expense, weighted-average period | 1 year 7 months 20 days | ||||||||||||
Total amount contributed by ESPP participants | $ 194 | $ 194 | $ 287 | ||||||||||
Pre-Funded Warrant | |||||||||||||
Temporary Equity [Line Items] | |||||||||||||
Pre-funded warrants (in shares) | 8,581,961 | ||||||||||||
Exercise price of warrants (in dollars per share) | $ 0.0001 | $ 0.0001 | |||||||||||
Warrants outstanding (in shares) | 2,079,224 | 2,079,224 | 2,079,224 | ||||||||||
Pre-Funded Warrant | Subsequent Event | |||||||||||||
Temporary Equity [Line Items] | |||||||||||||
Exercise price of warrants (in dollars per share) | $ 0.0001 | ||||||||||||
Warrants exercised during period (in shares) | 8,581,961 | ||||||||||||
Issuance of common shares upon exercise of pre-funded warrants (in shares) | 8,581,868 | ||||||||||||
Warrants outstanding (in shares) | 2,079,224 | ||||||||||||
Inducement Plan | |||||||||||||
Temporary Equity [Line Items] | |||||||||||||
Number of shares available for grant (in shares) | 50,000 | 50,000 | 50,000 | ||||||||||
Number of common shares reserved for issuance (in shares) | 750,000 | ||||||||||||
Restricted Share Units (RSUs) | |||||||||||||
Temporary Equity [Line Items] | |||||||||||||
Nonvested award, cost not yet recognized, amount | $ 3,014 | $ 3,014 | |||||||||||
Nonvested award, cost not yet recognized, period for recognition | 1 year 7 months 9 days | ||||||||||||
Compensation charge | 795 | $ 533 | $ 2,538 | $ 407 | |||||||||
Employees Stock Purchase Plan | |||||||||||||
Temporary Equity [Line Items] | |||||||||||||
Compensation charge | $ 96 | $ 67 | $ 293 | $ 357 | |||||||||
Common stock | |||||||||||||
Temporary Equity [Line Items] | |||||||||||||
Redomicile transaction, number of shares issued | 60,274,854 | ||||||||||||
Exchangeable shares | |||||||||||||
Temporary Equity [Line Items] | |||||||||||||
Temporary equity, stock issued during period, shares, new issues | 1,424,533 | ||||||||||||
Zymeworks BC Inc | |||||||||||||
Temporary Equity [Line Items] | |||||||||||||
Common shares issued (in shares) | 61,699,387 | ||||||||||||
Common shares outstanding (in shares) | 61,699,387 | ||||||||||||
2023 ATM Financing | |||||||||||||
Temporary Equity [Line Items] | |||||||||||||
Number of shares issued (in shares) | 3,350,000 | ||||||||||||
Sale of stock (in dollars per share) | $ 8.12 | ||||||||||||
Net proceeds from issuance | $ 26,233 | ||||||||||||
Offering | |||||||||||||
Temporary Equity [Line Items] | |||||||||||||
Number of shares issued (in shares) | 11,035,000 | ||||||||||||
Sale of stock (in dollars per share) | $ 8 | 8 | |||||||||||
Net proceeds from issuance | $ 107,534 | ||||||||||||
Pre-funded warrants (in shares) | 3,340,000 | ||||||||||||
Warrants issued price (in dollars per share) | $ 7.9999 | $ 7.9999 | |||||||||||
Over-Allotment Option | |||||||||||||
Temporary Equity [Line Items] | |||||||||||||
Number of shares issued (in shares) | 1,875,000 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of RSUs Outstanding (Details) - Restricted Share Units (RSUs) | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Number of RSUs | |
Outstanding, at beginning of period (in shares) | shares | 227,223 |
Granted (in shares) | shares | 864,100 |
Vested and settled (in shares) | shares | (79,599) |
Forfeited (in shares) | shares | (218,461) |
Outstanding, at end of period (in shares) | shares | 793,263 |
Weighted- average grant date fair value ($) | |
Outstanding, at beginning of period (in dollars per shares) | $ / shares | $ 17.36 |
Granted (in dollars per share) | $ / shares | 8.03 |
Vested and settled (in dollars per share) | $ / shares | 19.40 |
Forfeited (in dollars per share) | $ / shares | 10.66 |
Outstanding, end of period (in dollars per shares) | $ / shares | $ 8.83 |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Stock Options Granted (Details) $ / shares in Units, $ / shares in Units, $ in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2023 CAD ($) $ / shares shares | Sep. 30, 2023 CAD ($) $ / shares shares | Dec. 31, 2022 CAD ($) $ / shares shares | Dec. 31, 2022 CAD ($) $ / shares shares | Sep. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Canadian Dollar Under the New Option Stock Plan | ||||||
Number of Options | ||||||
Beginning balance (in shares) | 2,147,141 | 2,147,141 | ||||
Granted (in shares) | 0 | 0 | ||||
Exercised (in shares) | (267,954) | (267,954) | ||||
Forfeited (in shares) | (311,755) | (311,755) | ||||
Ending balance (in shares) | 1,567,432 | 1,567,432 | 2,147,141 | 2,147,141 | ||
Weighted Average Exercise Price | ||||||
Beginning balance (in dollars per share) | (per share) | $ 19.02 | $ 14.03 | ||||
Granted (in dollars per share) | (per share) | 0 | 0 | ||||
Exercised (in dollars per share) | (per share) | 11.29 | 8.40 | ||||
Forfeited (in dollars per share) | (per share) | 24.81 | 18.46 | ||||
Ending balance (in dollars per share) | (per share) | $ 19.19 | $ 14.12 | $ 19.02 | $ 14.03 | ||
Weighted- Average Contractual Term (years) | 5 years 7 months 13 days | 5 years 7 months 13 days | 6 years 3 months 14 days | 6 years 3 months 14 days | ||
Aggregate intrinsic value outstanding | $ 155 | $ 155 | $ 1,460 | $ 1,460 | $ 114 | $ 1,078 |
U.S Dollar Under the New Option Stock Plan | ||||||
Number of Options | ||||||
Beginning balance (in shares) | 5,565,145 | 5,565,145 | ||||
Granted (in shares) | 2,134,450 | 2,134,450 | ||||
Exercised (in shares) | (280,433) | (280,433) | ||||
Forfeited (in shares) | (1,801,624) | (1,801,624) | ||||
Ending balance (in shares) | 5,617,538 | 5,617,538 | 5,565,145 | 5,565,145 | ||
Weighted Average Exercise Price | ||||||
Beginning balance (in dollars per share) | $ / shares | $ 17.10 | |||||
Granted (in dollars per share) | $ / shares | 8.09 | |||||
Exercised (in dollars per share) | $ / shares | 7.03 | |||||
Forfeited (in dollars per share) | $ / shares | 19.80 | |||||
Ending balance (in dollars per share) | $ / shares | $ 13.31 | $ 17.10 | ||||
Weighted- Average Contractual Term (years) | 7 years 8 months 12 days | 7 years 8 months 12 days | 7 years 10 months 9 days | 7 years 10 months 9 days | ||
Aggregate intrinsic value outstanding | $ | $ 149 | $ 1,928 |
Stockholders' Equity - Schedu_3
Stockholders' Equity - Schedule of Stock-based Compensation Expense for Equity Classified Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Research and Development Expense | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense for equity classified instruments | $ 1,324 | $ 2,226 | $ 684 | $ 1,450 |
Change in fair value of liability classified instruments | (7) | 2 | (7) | (772) |
Research and development | 1,317 | 2,228 | 677 | 678 |
General and Administrative Expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense for equity classified instruments | 824 | 2,473 | 4,935 | 1,522 |
Change in fair value of liability classified instruments | (177) | 29 | (1,145) | (3,010) |
General and administrative expense | 647 | 2,502 | 3,790 | (1,488) |
Finance income | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Change in fair value of liability classified instruments | (19) | 2 | (27) | (30) |
Finance expense (income) | $ (19) | $ 2 | $ (27) | $ (30) |
Stockholders' Equity - Schedu_4
Stockholders' Equity - Schedule of Estimated Fair Value of Stock Options Assumptions (Details) - shares | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividend yield | 0% | 0% |
Expected volatility | 68.90% | 77.30% |
Risk-free interest rate | 3.86% | 1.98% |
Expected average life of options | 5 years 11 months 1 day | 5 years 11 months 12 days |
Liability Classified Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividend yield | 0% | 0% |
Expected volatility | 72.60% | 71.40% |
Risk-free interest rate | 4.80% | 3.70% |
Expected average life of options | 1 year 6 months 7 days | 2 years 3 days |
Number of liability classified stock options outstanding (in shares) | 503,166 | 741,685 |
Research, Collaboration and L_3
Research, Collaboration and Licensing Agreements - Schedule Of Collaborative Arrangements and Noncollaborative Arrangement Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Revenue | $ 16,506 | $ 2,631 | $ 59,086 | $ 9,989 |
Research Support Payments And Other Service | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Revenue | 1,078 | 2,631 | 2,771 | 4,989 |
Jazz Pharmaceuticals Ireland Limited ("Jazz") | Research Support Payments And Other Service | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Revenue | 10,037 | 0 | 67,496 | 0 |
Jazz Pharmaceuticals Ireland Limited ("Jazz") | Credit for program amendments | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Revenue | 0 | 0 | (20,100) | 0 |
Jazz Pharmaceuticals Ireland Limited ("Jazz") | Drug supply | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Revenue | 5,391 | 0 | 8,919 | 0 |
Atreca, Inc. | Research license fee relating to licensing agreement | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Revenue | $ 0 | $ 0 | $ 5,000 |
Research, Collaboration and L_4
Research, Collaboration and Licensing Agreements - Additional Information - Strategic Partnership Revenue (Details) - USD ($) | 9 Months Ended | ||||
Sep. 18, 2023 | Apr. 25, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Collaboration agreement expense | $ 20,100,000 | ||||
Contract assets | 0 | $ 3,000,000 | |||
Performance obligation recognized | 0 | $ 0 | |||
Bei Gene | License and Collaboration | Termination Agreement | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Contract liabilities | $ 195,000,000 | ||||
Royalty percentage earned from sales of product (up to) | 20% | ||||
Bei Gene | License and Collaboration | Collaborative Arrangement | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Royalty payments on future global net sales (up to) | 19.50% | ||||
Percentage of royalty reduction | 0.50% | ||||
Zymeworks Zanidatamab Inc. | Jazz | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Percentage interest in subsidiary sold | 100% | ||||
Jazz | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Contract liabilities | 93,000 | ||||
Bei Gene | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Contract liabilities | $ 33,034,000 | $ 32,941,000 |
Other income (expense), net (De
Other income (expense), net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Other Income and Expenses [Abstract] | ||||
Foreign exchange gain (loss), net | $ 264 | $ 1,456 | $ (631) | $ 1,817 |
Other | 370 | (98) | 569 | (15) |
Total other income (expense), net | $ 634 | $ 1,358 | $ (62) | $ 1,802 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) renewalOption | |
Lessor, Lease, Description [Line Items] | ||
Cash paid for measurement of operating lease liabilities | $ | $ 1,228 | $ 3,543 |
Weighted average remaining lease term | 7 years | 7 years |
Canada, Dollars | ||
Lessor, Lease, Description [Line Items] | ||
Discount rate | 4.80% | 4.80% |
United States of America, Dollars | ||
Lessor, Lease, Description [Line Items] | ||
Discount rate | 3% | 3% |
British Columbia | Building | ||
Lessor, Lease, Description [Line Items] | ||
Number of renewal options | renewalOption | 2 | |
Renewal term | 5 years | 5 years |
Leases - Schedule of Balance Sh
Leases - Schedule of Balance Sheet Classification of Lease Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Current portion | $ 3,841 | $ 3,322 |
Long-term portion | 22,408 | 24,667 |
Total operating lease liabilities | 26,249 | 27,989 |
Current portion | 12 | 16 |
Long-term portion | $ 120 | $ 124 |
Finance Lease, Liability, Statement of Financial Position [Extensible List] | Accounts Payable and Accrued Liabilities | Accounts Payable and Accrued Liabilities |
Total finance lease liabilities | $ 132 | $ 140 |
Total lease liabilities | $ 26,381 | $ 28,129 |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Lessee, Operating Lease, Liability, Payment, Due, Rolling Maturity [Abstract] | ||
Within 1 year | $ 5,070 | |
1 to 2 years | 4,820 | |
2 to 3 years | 4,609 | |
3 to 4 years | 4,130 | |
4 to 5 years | 3,108 | |
Thereafter | 9,300 | |
Total operating lease payments | 31,037 | |
Imputed interest | (4,788) | |
Operating lease liabilities | $ 26,249 | $ 27,989 |
Leases - Schedule of Cost Compo
Leases - Schedule of Cost Components of Operating Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Leases [Abstract] | ||||
Operating lease expense | $ 4,675 | $ 479 | $ 6,010 | $ 5,316 |
Variable lease expense | 358 | 718 | 1,193 | 878 |
Operating lease expense | $ 5,033 | $ 1,197 | $ 7,203 | $ 6,194 |
Financial Instruments - Schedul
Financial Instruments - Schedule of Financial Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Assets | ||
Assets measured at fair value | $ 390,194 | $ 492,232 |
Liabilities | ||
Financial liabilities measured at fair value | 1,579 | 1,248 |
Liability for Contingent Consideration | ||
Liabilities | ||
Financial liabilities measured at fair value | 1,579 | 1,248 |
Level 1 | ||
Assets | ||
Assets measured at fair value | 221,528 | 492,232 |
Liabilities | ||
Financial liabilities measured at fair value | 0 | 0 |
Level 1 | Liability for Contingent Consideration | ||
Liabilities | ||
Financial liabilities measured at fair value | 0 | 0 |
Level 2 | ||
Assets | ||
Assets measured at fair value | 168,666 | 0 |
Liabilities | ||
Financial liabilities measured at fair value | 0 | 0 |
Level 2 | Liability for Contingent Consideration | ||
Liabilities | ||
Financial liabilities measured at fair value | 0 | 0 |
Level 3 | ||
Assets | ||
Assets measured at fair value | 0 | 0 |
Liabilities | ||
Financial liabilities measured at fair value | 1,579 | 1,248 |
Level 3 | Liability for Contingent Consideration | ||
Liabilities | ||
Financial liabilities measured at fair value | 1,579 | 1,248 |
GICs and mutual funds | Investments | ||
Assets | ||
Assets measured at fair value | 74,064 | 91,320 |
GICs and mutual funds | Level 1 | Investments | ||
Assets | ||
Assets measured at fair value | 74,064 | 91,320 |
GICs and mutual funds | Level 2 | Investments | ||
Assets | ||
Assets measured at fair value | 0 | 0 |
GICs and mutual funds | Level 3 | Investments | ||
Assets | ||
Assets measured at fair value | 0 | 0 |
U.S. Treasury notes | Investments | ||
Assets | ||
Assets measured at fair value | 53,132 | |
U.S. Treasury notes | Level 1 | Investments | ||
Assets | ||
Assets measured at fair value | 53,132 | |
U.S. Treasury notes | Level 2 | Investments | ||
Assets | ||
Assets measured at fair value | 0 | |
U.S. Treasury notes | Level 3 | Investments | ||
Assets | ||
Assets measured at fair value | 0 | |
Corporate debt securities | Investments | ||
Assets | ||
Assets measured at fair value | 168,666 | |
Corporate debt securities | Level 1 | Investments | ||
Assets | ||
Assets measured at fair value | 0 | |
Corporate debt securities | Level 2 | Investments | ||
Assets | ||
Assets measured at fair value | 168,666 | |
Corporate debt securities | Level 3 | Investments | ||
Assets | ||
Assets measured at fair value | 0 | |
Cash and GICs | Cash and Cash Equivalents | ||
Assets | ||
Assets measured at fair value | 94,332 | 400,912 |
Cash and GICs | Level 1 | Cash and Cash Equivalents | ||
Assets | ||
Assets measured at fair value | 94,332 | 400,912 |
Cash and GICs | Level 2 | Cash and Cash Equivalents | ||
Assets | ||
Assets measured at fair value | 0 | 0 |
Cash and GICs | Level 3 | Cash and Cash Equivalents | ||
Assets | ||
Assets measured at fair value | $ 0 | $ 0 |
Financial Instruments - Summary
Financial Instruments - Summary of Changes in Fair Value of the Company's Liability for Contingent Consideration (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2023 | Sep. 30, 2023 | |
Contingent Consideration Liability [Roll Forward] | ||
Liability at the beginning of the period | $ 1,747 | $ 1,248 |
Increase / (decrease) in fair value of liability for contingent consideration | (168) | 331 |
Amounts paid or transferred to payables | 0 | 0 |
Liability at end of the period | $ 1,579 | $ 1,579 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Details) $ in Thousands, $ in Thousands | 9 Months Ended | ||
Sep. 30, 2023 USD ($) | Sep. 30, 2023 CAD ($) | Dec. 31, 2022 USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Accounts receivable | $ 67,273 | $ 33,400 | |
Net monetary assets | $ (1,571) | $ (2,139) | |
Accounts Receivable | Credit Concentration Risk | Jazz | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Concentration risk, percentage | 96% |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands, $ in Thousands | Sep. 30, 2023 USD ($) | Sep. 30, 2023 CAD ($) | Dec. 31, 2022 USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Financial liabilities measured at fair value | $ 1,579 | $ 1,248 | |
Kairos Acquisition | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent liability | $ 8,500 | ||
Kairos Acquisition | First Phase 2 Trial | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent liability | 2,500 | ||
Kairos Acquisition | First Phase 3 Trial | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent liability | $ 6,000 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Oct. 27, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Oct. 19, 2023 | Dec. 31, 2022 | Jan. 31, 2022 | |
Subsequent Event [Line Items] | ||||||||
Research and development collaborations (note 9) | $ 16,506 | $ 2,631 | $ 59,086 | $ 9,989 | ||||
Pre-Funded Warrant | ||||||||
Subsequent Event [Line Items] | ||||||||
Warrants outstanding (in shares) | 2,079,224 | 2,079,224 | 2,079,224 | |||||
Exercise price of warrants (in dollars per share) | $ 0.0001 | |||||||
Subsequent Event | Research and License Agreement | Upfront Fee | LEO Pharma | Collaborative Arrangement | ||||||||
Subsequent Event [Line Items] | ||||||||
Research and development collaborations (note 9) | $ 5,000 | |||||||
Subsequent Event | Research And License Agreement, Product One | LEO Pharma | Collaborative Arrangement | ||||||||
Subsequent Event [Line Items] | ||||||||
Royalty payments on future global net sales (up to) | 20% | |||||||
Subsequent Event | Research And License Agreement, Product One | Development Milestone | LEO Pharma | Collaborative Arrangement | Maximum | ||||||||
Subsequent Event [Line Items] | ||||||||
Research and development collaborations (note 9) | $ 74,000 | |||||||
Subsequent Event | Research And License Agreement, Product One | Commercial Milestones | LEO Pharma | Collaborative Arrangement | Maximum | ||||||||
Subsequent Event [Line Items] | ||||||||
Research and development collaborations (note 9) | 157,000 | |||||||
Subsequent Event | Research And License Agreement, Product Two | Development Milestone | LEO Pharma | Collaborative Arrangement | Maximum | ||||||||
Subsequent Event [Line Items] | ||||||||
Research and development collaborations (note 9) | 86,500 | |||||||
Subsequent Event | Research And License Agreement, Product Two | Commercial Milestones | LEO Pharma | Collaborative Arrangement | Maximum | ||||||||
Subsequent Event [Line Items] | ||||||||
Research and development collaborations (note 9) | $ 157,000 | |||||||
Subsequent Event | Pre-Funded Warrant | ||||||||
Subsequent Event [Line Items] | ||||||||
Shares called by warrants (in shares) | 2,079,193 | |||||||
Warrants outstanding (in shares) | 2,079,224 | |||||||
Exercise price of warrants (in dollars per share) | $ 0.0001 |