Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Oct. 31, 2022 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2022 | |
Entity File Number | 0-17999 | |
Entity Registrant Name | ImmunoGen, Inc. | |
Entity Incorporation, State or Country Code | MA | |
Entity Tax Identification Number | 04-2726691 | |
Entity Address, Address Line One | 830 Winter Street | |
Entity Address, City or Town | Waltham | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02451 | |
City Area Code | 781 | |
Local Phone Number | 895-0600 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | IMGN | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 220,750,928 | |
Entity Central Index Key | 0000855654 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
ASSETS | ||
Cash and cash equivalents | $ 309,511 | $ 478,750 |
Accounts receivable | 42 | 4,467 |
Unbilled receivable | 696 | 2,345 |
Contract assets | 3,000 | |
Non-cash royalty receivable | 3,453 | 4,115 |
Prepaid and other current assets | 16,714 | 7,322 |
Total current assets | 330,416 | 499,999 |
Property and equipment, net of accumulated depreciation | 4,474 | 4,663 |
Operating lease right-of-use assets | 10,809 | 12,392 |
Other assets | 13,100 | 8,711 |
Total assets | 358,799 | 525,765 |
LIABILITIES AND SHAREHOLDERS' EQUITY | ||
Accounts payable | 20,178 | 18,434 |
Accrued compensation | 8,621 | 5,469 |
Other accrued liabilities | 47,136 | 23,077 |
Current portion of liability related to the sale of future royalties, net of deferred financing costs of $175 and $198, respectively | 8,647 | 6,077 |
Current portion of operating lease liability | 3,981 | 3,537 |
Current portion of deferred revenue | 15,079 | 44,351 |
Total current liabilities | 103,642 | 100,945 |
Deferred revenue, net of current portion | 38,732 | 47,717 |
Operating lease liability, net of current portion | 12,217 | 15,244 |
Liability related to the sale of future royalties, net of current portion and deferred financing costs of $241 and $381, respectively | 25,901 | 34,967 |
Other long-term liabilities | 300 | 1,306 |
Total liabilities | 180,792 | 200,179 |
Commitments and contingencies (Note H) | ||
Shareholders' equity: | ||
Preferred stock, $.01 par value; authorized 5,000 shares; no shares issued and outstanding as of each of September 30, 2022 and December 31, 2021 | ||
Common stock, $.01 par value; authorized 600,000 shares; 220,751 and 220,361 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively | 2,208 | 2,204 |
Additional paid-in capital | 1,810,863 | 1,794,525 |
Accumulated deficit | (1,635,064) | (1,471,143) |
Total shareholders' equity | 178,007 | 325,586 |
Total liabilities and shareholders' equity | $ 358,799 | $ 525,765 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
CONSOLIDATED BALANCE SHEETS | ||
Sale of future royalties, current portion and deferred financing costs | $ 175 | $ 198 |
Sale of future royalties, noncurrent portion and deferred financing costs | $ 241 | $ 381 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized shares | 5,000 | 5,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized shares | 600,000 | 600,000 |
Common stock, issued shares | 220,751 | 220,361 |
Common stock, outstanding shares | 220,644 | 220,361 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||||
Sep. 30, 2022 | Jun. 30, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenues: | ||||||||
Total revenues | $ 15,375 | $ 9,210 | $ 67,615 | $ 41,864 | ||||
Operating expenses: | ||||||||
Research and development | 59,181 | 33,147 | 154,885 | 102,149 | ||||
Selling, general and administrative | 33,623 | 10,297 | 74,064 | 30,234 | ||||
Total operating expenses | 92,804 | 43,444 | 228,949 | 132,383 | ||||
Loss from operations | (77,429) | (34,234) | (161,334) | (90,519) | ||||
Investment income, net | 1,539 | 11 | 2,183 | 35 | ||||
Non-cash interest expense on liability related to the sale of future royalties and convertible senior notes | (867) | (2,751) | (3,194) | (10,952) | ||||
Interest expense on convertible senior notes | (47) | |||||||
Other (expense) income, net | (998) | (365) | (1,576) | (648) | ||||
Net loss | $ (77,755) | $ (62,021) | $ (37,339) | $ (30,741) | $ (163,921) | $ (102,131) | ||
Basic net loss per common share | $ (0.31) | $ (0.18) | $ (0.65) | $ (0.51) | ||||
Diluted net loss per common share | $ (0.24) | $ (0.15) | $ (0.34) | $ (0.32) | ||||
Basic weighted average common shares outstanding (in shares) | 253,511 | 204,844 | 253,371 | 201,212 | ||||
Diluted weighted average common shares outstanding (in shares) | 253,336 | 199,890 | 253,263 | 199,365 | ||||
Total comprehensive loss | $ (77,755) | $ (37,339) | $ (163,921) | $ (102,131) | ||||
License and milestone fees | ||||||||
Revenues: | ||||||||
Total revenues | 7,382 | 2,677 | 45,247 | 3,086 | ||||
Non-cash royalty revenue related to the sale of future royalties | ||||||||
Revenues: | ||||||||
Total revenues | $ 7,993 | $ 6,533 | 21,537 | 38,768 | ||||
Research and development support | ||||||||
Revenues: | ||||||||
Total revenues | $ 831 | $ 10 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Balance at Dec. 31, 2020 | $ 1,950 | $ 1,419,460 | $ (1,331,840) | $ 89,570 |
Balance (in shares) at Dec. 31, 2020 | 194,998 | |||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Net loss | (34,051) | (34,051) | ||
Issuance of common stock pursuant to the exercise of stock options and employee stock purchase plan | $ 4 | 1,282 | 1,286 | |
Issuance of common stock pursuant to the exercise of stock options and employee stock purchase plan (in shares) | 397 | |||
Issuance of common stock, net of issuance costs | $ 45 | 33,447 | 33,492 | |
Issuance of common stock, net of issuance costs (in shares) | 4,544 | |||
Restricted stock units vested (in shares) | 2 | |||
Stock option and restricted stock compensation expense | 3,674 | 3,674 | ||
Directors' deferred share unit compensation | 149 | 149 | ||
Balance at Mar. 31, 2021 | $ 1,999 | 1,458,012 | (1,365,891) | 94,120 |
Balance (in shares) at Mar. 31, 2021 | 199,941 | |||
Balance at Dec. 31, 2020 | $ 1,950 | 1,419,460 | (1,331,840) | 89,570 |
Balance (in shares) at Dec. 31, 2020 | 194,998 | |||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Net loss | (102,131) | |||
Balance at Sep. 30, 2021 | $ 2,024 | 1,509,040 | (1,433,971) | 77,093 |
Balance (in shares) at Sep. 30, 2021 | 202,443 | |||
Balance at Mar. 31, 2021 | $ 1,999 | 1,458,012 | (1,365,891) | 94,120 |
Balance (in shares) at Mar. 31, 2021 | 199,941 | |||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Net loss | (30,741) | (30,741) | ||
Issuance of common stock pursuant to the exercise of stock options and employee stock purchase plan | $ 1 | 377 | 378 | |
Issuance of common stock pursuant to the exercise of stock options and employee stock purchase plan (in shares) | 75 | |||
Conversion of convertible senior notes | $ 3 | 997 | 1,000 | |
Conversion of convertible senior notes (in shares) | 239 | |||
Common stock issuance costs | (34) | (34) | ||
Stock option and restricted stock compensation expense | 3,598 | 3,598 | ||
Directors' deferred share unit compensation | 144 | 144 | ||
Balance at Jun. 30, 2021 | $ 2,003 | 1,463,094 | (1,396,632) | 68,465 |
Balance (in shares) at Jun. 30, 2021 | 200,255 | |||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Net loss | (37,339) | (37,339) | ||
Issuance of common stock pursuant to the exercise of stock options and employee stock purchase plan | $ 1 | 367 | 368 | |
Issuance of common stock pursuant to the exercise of stock options and employee stock purchase plan (in shares) | 95 | |||
Issuance of common stock, net of issuance costs | $ 21 | 12,336 | 12,357 | |
Issuance of common stock, net of issuance costs (in shares) | 2,150 | |||
Issuance of pre-funded warrants, net of issuance costs | 29,765 | 29,765 | ||
Restricted stock award forfeitures | $ (1) | 1 | ||
Restricted stock award forfeitures (in shares) | (57) | |||
Stock option and restricted stock compensation expense | 3,298 | 3,298 | ||
Directors' deferred share unit compensation | 179 | 179 | ||
Balance at Sep. 30, 2021 | $ 2,024 | 1,509,040 | (1,433,971) | 77,093 |
Balance (in shares) at Sep. 30, 2021 | 202,443 | |||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Net loss | (37,172) | (37,172) | ||
Issuance of common stock pursuant to the exercise of stock options and employee stock purchase plan | $ 4 | 1,733 | 1,737 | |
Issuance of common stock pursuant to the exercise of stock options and employee stock purchase plan (in shares) | 431 | |||
Issuance of common stock, net of issuance costs | $ 176 | 108,039 | 108,215 | |
Issuance of common stock, net of issuance costs (in shares) | 17,487 | |||
Issuance of pre-funded warrants, net of issuance costs | 169,280 | 169,280 | ||
Stock option and restricted stock compensation expense | 6,224 | 6,224 | ||
Directors' deferred share unit compensation | 209 | 209 | ||
Balance at Dec. 31, 2021 | $ 2,204 | 1,794,525 | (1,471,143) | $ 325,586 |
Balance (in shares) at Dec. 31, 2021 | 220,361 | 220,361 | ||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Net loss | (24,145) | $ (24,145) | ||
Issuance of common stock pursuant to the exercise of stock options and employee stock purchase plan | $ 1 | 619 | 620 | |
Issuance of common stock pursuant to the exercise of stock options and employee stock purchase plan (in shares) | 173 | |||
Restricted stock units vested (in shares) | 2 | |||
Stock option and restricted stock compensation expense | 4,196 | 4,196 | ||
Directors' deferred share unit compensation | 211 | 211 | ||
Balance at Mar. 31, 2022 | $ 2,205 | 1,799,551 | (1,495,288) | 306,468 |
Balance (in shares) at Mar. 31, 2022 | 220,536 | |||
Balance at Dec. 31, 2021 | $ 2,204 | 1,794,525 | (1,471,143) | $ 325,586 |
Balance (in shares) at Dec. 31, 2021 | 220,361 | 220,361 | ||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Net loss | $ (163,921) | |||
Balance at Sep. 30, 2022 | $ 2,208 | 1,810,863 | (1,635,064) | $ 178,007 |
Balance (in shares) at Sep. 30, 2022 | 220,751 | 220,751 | ||
Balance at Mar. 31, 2022 | $ 2,205 | 1,799,551 | (1,495,288) | $ 306,468 |
Balance (in shares) at Mar. 31, 2022 | 220,536 | |||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Net loss | (62,021) | (62,021) | ||
Issuance of common stock pursuant to the exercise of stock options and employee stock purchase plan | $ 1 | 410 | 411 | |
Issuance of common stock pursuant to the exercise of stock options and employee stock purchase plan (in shares) | 108 | |||
Stock option and restricted stock compensation expense | 4,760 | 4,760 | ||
Directors' deferred share unit compensation | 213 | 213 | ||
Balance at Jun. 30, 2022 | $ 2,206 | 1,804,934 | (1,557,309) | 249,831 |
Balance (in shares) at Jun. 30, 2022 | 220,644 | |||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Net loss | (77,755) | (77,755) | ||
Issuance of common stock pursuant to the exercise of stock options and employee stock purchase plan | $ 2 | 447 | 449 | |
Issuance of common stock pursuant to the exercise of stock options and employee stock purchase plan (in shares) | 107 | |||
Stock option and restricted stock compensation expense | 5,336 | 5,336 | ||
Directors' deferred share unit compensation | 146 | 146 | ||
Balance at Sep. 30, 2022 | $ 2,208 | $ 1,810,863 | $ (1,635,064) | $ 178,007 |
Balance (in shares) at Sep. 30, 2022 | 220,751 | 220,751 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (163,921) | $ (102,131) |
Adjustments to reconcile net loss to net cash used for operating activities: | ||
Non-cash royalty revenue related to sale of future royalties | (9,027) | (35,035) |
Non-cash interest expense on liability related to sale of future royalties and convertible senior notes | 3,194 | 10,952 |
Depreciation and amortization | 1,355 | 1,555 |
Stock and deferred share unit compensation | 14,862 | 11,042 |
Change in operating assets and liabilities: | ||
Accounts receivable | 4,425 | (186) |
Unbilled receivable | 1,649 | (4,695) |
Contract asset | 3,000 | (2,500) |
Prepaid and other current assets | (9,392) | (6,429) |
Operating lease right-of-use assets | 1,583 | 1,327 |
Other assets | (4,389) | 2,451 |
Accounts payable | 1,689 | 1,354 |
Accrued compensation | 3,152 | 98 |
Other accrued liabilities | 23,057 | 5,153 |
Deferred revenue | (38,257) | (4,104) |
Operating lease liability | (2,583) | (2,394) |
Net cash used for operating activities | (169,603) | (123,542) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (1,116) | (1,065) |
Net cash used for investing activities | (1,116) | (1,065) |
Cash flows from financing activities: | ||
Payments upon settlement of convertible senior notes | (1,100) | |
Proceeds from issuance of common stock under stock plans | 1,480 | 2,032 |
Proceeds from warrant issuance, net of $181 of transaction costs | 29,765 | |
Proceeds from common stock issuance, net of $143 of transaction costs | 45,815 | |
Net cash provided by financing activities | 1,480 | 76,512 |
Net change in cash and cash equivalents | (169,239) | (48,095) |
Cash and cash equivalents, beginning of period | 478,750 | 293,856 |
Cash and cash equivalents, end of period | $ 309,511 | $ 245,761 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | 21 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | |
Warrant | |||
Transaction costs | $ 181 | ||
Common Stock | |||
Transaction costs | $ 143 | $ 143 |
Nature of Business and Plan of
Nature of Business and Plan of Operations | 9 Months Ended |
Sep. 30, 2022 | |
Nature of Business and Plan of Operations | |
Nature of Business and Plan of Operations | A. Nature of Business and Plan of Operations ImmunoGen, Inc. (the Company) was incorporated in Massachusetts in 1981 and is focused on the development and commercialization of antibody-drug conjugates (ADCs) for the treatment of cancer. The Company has generally incurred operating losses and negative cash flows from operations since inception, incurred a net loss of $163.9 million during the nine months ended September 30, 2022, and had an accumulated deficit of approximately $1.6 billion as of September 30, 2022. The Company has primarily funded these losses through payments received from its collaborations and equity, convertible debt, and other financings. To date, the Company has had no revenues from commercial sales of its own products and management expects to continue to incur substantial operating losses for at least the near term as the Company incurs significant operating expenses related to research and development and potential commercialization of its portfolio. As of September 30, 2022, the Company had $309.5 million of cash and cash equivalents on hand. The Company anticipates that its current capital resources will enable it to meet its operational expenses and capital expenditures for more than twelve months after the date these financial statements were issued. The Company expects to raise additional funds through equity, debt, or other financings, or generate revenues from product sales of the Company’s lead product candidate, mirvetuximab soravtansine (MIRV), if approved, as well as revenues from collaborations through a combination of upfront license payments, milestone payments, royalty payments, and research funding to support its planned operating activities. There can be no assurance, however, that the Company will be able to obtain additional equity, debt, or other financing or generate revenues from product sales of MIRV, if approved, or from collaborations on terms acceptable to the Company or at all. The failure of the Company to obtain sufficient funds on acceptable terms when needed could have a material adverse effect on the Company’s business, results of operations, and financial condition and require the Company to defer or limit some or all of its research, development, and/or clinical projects. The Company is subject to risks common to companies in the biotechnology industry including, but not limited to, the development by its competitors of new technological innovations, dependence on key personnel, protection of proprietary technology, manufacturing and marketing limitations, complexities associated with managing collaboration arrangements, third-party reimbursements, and compliance with governmental regulations. |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Basis of Presentation and Significant Accounting Policies | |
Basis of Presentation and Significant Accounting Policies | B. Basis of Presentation and Significant Accounting Policies Basis of Presentation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated. The consolidated financial statements include all of the adjustments, consisting only of normal recurring adjustments, which management considers necessary for a fair presentation of the Company’s financial position in accordance with accounting principles generally accepted in the U.S. for interim financial information. The December 31, 2021 consolidated balance sheet presented for comparative purposes was derived from the Company’s audited financial statements, and certain information and footnote disclosures normally included in the Company’s annual financial statements have been condensed or omitted. The preparation of interim financial statements requires the use of management’s estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the interim financial statements and the reported amounts of revenues and expenditures during the reported periods. The results of the interim periods are not necessarily indicative of the results for the entire year. Accordingly, the interim financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on February 28, 2022. Significant Accounting Policies The significant accounting policies used in preparation of these condensed consolidated financial statements for the three and nine months ended September 30, 2022 are consistent with those discussed in Note B to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. Revenue Recognition Transaction Price Allocated to Future Performance Obligations Deferred revenue under Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC), Revenue from Contracts with Customers 13 61 ® Contract Balances from Contracts with Customers The following tables present changes in the Company’s contract assets and contract liabilities during the nine months ended September 30, 2022 and 2021 (in thousands): Balance at Balance at December 31, 2021 Additions Deductions Impact of Netting September 30, 2022 Contract asset $ 3,000 $ — $ (3,000) $ — $ — Contract liabilities (deferred revenue) $ 92,068 $ 5,704 $ (43,961) $ — $ 53,811 Balance at Balance at December 31, 2020 Additions Deductions Impact of Netting September 30, 2021 Contract asset $ — $ 2,500 $ — $ — $ 2,500 Contract liabilities (deferred revenue) $ 110,109 $ 25 $ (4,129) $ — $ 106,005 The Company recognized the following revenues as a result of changes in contract asset and contract liability balances in the respective periods (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Revenue recognized in the period from: Amounts included in contract liabilities at the beginning of the period $ 7,337 $ 3,292 $ 43,961 $ 4,129 The timing of revenue recognition, billings, and cash collections results in billed receivables, unbilled receivables, contract assets, and contract liabilities on the consolidated balance sheets. When consideration is received, or such consideration is unconditionally due, from a customer prior to transferring goods or services to the customer under the terms of a contract, a contract liability is recorded (under the caption deferred revenue). Contract liabilities are recognized as revenue after control of the products or services is transferred to the customer and all revenue recognition criteria have been met. During the year ended December 31, 2021, the Company recorded a contract asset of $3.0 million for a probable development milestone pursuant to its license agreement with Viridian Therapeutics, Inc. (Viridian), which was subsequently achieved in April 2022. Pursuant to the Company’s license agreement with Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. (Huadong), upon delivery of clinical materials in the nine months ended September 30, 2022, the Company recognized as license and milestone fee revenue the remaining $28.5 million of the deferred revenue balance as of December 31, 2021 related to the $45.0 million of upfront and development milestone payments previously received. Additionally, pursuant to a license agreement executed with Eli Lilly and Company (Lilly), during the nine months ended September 30, 2022, the Company received upfront payments of $19.5 million, of which $13.8 million was recognized as license and milestone fee revenue and the remainder deferred, further details of which can be found in Note C, “Agreements.” During the nine months ended September 30, 2022, the Company also recognized $12.5 million of previously deferred non-cash royalty revenue related to the sale of rights to KADCYLA During the nine months ended September 30, 2021, the Company recorded a contract asset of $2.5 million for a probable development milestone pursuant to its license agreement with Viridian, which was subsequently achieved in October 2021. During the nine months ended September 30, 2021, the Company also recorded $0.2 million as license and milestone fee revenue for delivery of certain materials to Viridian that had been previously deferred, and $0.2 million of license and milestone fee revenue related to numerous collaborators’ rights to technological improvements that had been previously deferred. Additionally, during the nine months ended September 30, 2021, the Company recorded $3.7 million of previously deferred non-cash royalty revenue related to the sale of rights to KADCYLA Financial Instruments and Concentration of Credit Risk Cash and cash equivalents are primarily maintained with three financial institutions in the U.S. Deposits with banks may exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed upon demand and, therefore, bear minimal risk. The Company’s cash equivalents consist of money market funds with underlying investments primarily being U.S. Government-issued securities and high quality, short-term commercial paper. Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash, cash equivalents, and marketable securities. The Company held no marketable securities as of September 30, 2022 and December 31, 2021. The Company’s investment policy, approved by the Board of Directors, limits the amount it may invest in any one type of investment, thereby reducing credit risk concentrations. Cash and Cash Equivalents The Company considers all highly liquid financial instruments with maturities of three months or less when purchased to be cash equivalents. As of September 30, 2022 and December 31, 2021, the Company held $309.5 million and $478.8 million, respectively, in cash and money market funds, which were classified as cash and cash equivalents. Non-cash Investing and Financing Activities The Company had $0.2 million of accrued capital expenditures as of September 30, 2022 and December 31, 2021, which have been treated as a non-cash investing activity and, accordingly, are not reflected in the consolidated statement of cash flows. Fair Value of Financial Instruments Fair value is defined under ASC 820, Fair Value Measurements and Disclosures ● Level 1 - Quoted prices in active markets for identical assets or liabilities. ● Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. ● Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. As of September 30, 2022 and December 31, 2021, the Company held certain assets that are required to be measured at fair value on a recurring basis. The fair value of the Company’s cash equivalents is based on quoted prices from active markets (Level 1 inputs). The carrying amounts reflected in the consolidated balance sheets for accounts receivable, unbilled receivables, prepaid and other current assets, accounts payable, accrued compensation, and other accrued liabilities approximate fair value due to their short-term nature. Common Stock Warrants The Company accounts for common stock warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance included in ASC 480, Distinguishing Liabilities from Equity Derivatives and Hedging For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance and remeasured each balance sheet date thereafter. Changes in the estimated fair value of the liability-classified warrants are recognized as a non-cash gain or loss in the accompanying consolidated statements of operations and comprehensive loss. Computation of Net Loss per Common Share Basic and diluted net loss per share is calculated based upon the weighted average number of shares of common stock outstanding during the period. Shares of the Company’s common stock underlying pre-funded warrants are included in the calculation of basic and diluted earnings per share. During periods of income, participating securities are allocated a proportional share of income determined by dividing total weighted-average participating securities by the sum of the total weighted average common shares and participating securities (the two-class method). Shares of the Company’s restricted stock participate in any dividends that may be declared by the Company and are therefore considered to be participating securities. Participating securities have the effect of diluting both basic and diluted earnings per share during periods of income. During periods of loss, no loss is allocated to participating securities since they have no contractual obligation to share in the losses of the Company. Diluted loss per share is computed after giving consideration to the dilutive effect of stock options, convertible notes, and restricted stock that are outstanding during the period, except where such non-participating securities would be anti-dilutive. The Company’s common stock equivalents, as calculated in accordance with the treasury-stock method for options and unvested restricted stock, and the if-converted method for the convertible notes, are shown in the following table (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Options outstanding to purchase common stock, shares issuable under the employee stock purchase plan, and unvested restricted stock/units at end of period 31,479 20,862 31,479 20,862 Common stock equivalents under treasury stock method for options, shares issuable under the employee stock purchase plan, and unvested restricted stock/units 2,246 2,116 1,437 2,743 The Company’s common stock equivalents have not been included in the net loss per share calculation because their effect is anti-dilutive due to the Company’s net loss position. Stock-Based Compensation As of September 30, 2022, the Company was authorized to grant future awards under three employee share-based compensation plans, which are the ImmunoGen, Inc. Amended and Restated 2018 Employee, Director and Consultant Equity Incentive Plan (the 2018 Plan), the Employee Stock Purchase Plan (the ESPP), and the ImmunoGen Inducement Equity Incentive Plan (the Inducement Plan). At the annual meeting of shareholders on June 15, 2022, the 2018 Plan was amended to provide for the issuance of stock grants, the grant of options, and the grant of stock-based awards for up to an additional 13,000,000 shares of the Company’s common stock, as well as up to 28,742,013 shares of common stock, which represent the number of shares of common stock remaining under the 2018 Plan as of April 1, 2022, and awards previously granted under the 2018 Plan and the Company’s former stock-based plans, including the ImmunoGen, Inc. 2016 and 2006 Employee, Director and Consultant Equity Incentive Plans, that forfeit, expire, or cancel without delivery of shares of common stock or which resulted in the forfeiture of shares of common stock back to the Company subsequent to April 1, 2022. The Inducement Plan was approved by the Board of Directors in December 2019, and pursuant to subsequent amendments, provides for the issuance of non-qualified option grants for up to 10,500,000 shares of the Company’s common stock. Options awarded under the two plans are granted with an exercise price equal to the market price of the Company’s stock at the date of grant. Options vest at various periods of up to four years and may be exercised within ten years of the date of grant under each of these plans. The stock-based awards are accounted for under ASC 718, Compensation—Stock Compensation Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Dividend None None None None Volatility 83.3% 82.7% 83.2% 85.2% Risk-free interest rate 3.44% 0.95% 2.48% 0.68% Expected life (years) 5.6 6.0 5.9 6.0 Using the Black-Scholes option-pricing model, the weighted-average grant date fair values of options granted during the three months ended September 30, 2022 and 2021 were $3.62 and $3.99 per share, respectively, and $3.58 and $5.34 for options granted during the nine months ended September 30, 2022 and 2021, respectively. A summary of option activity under the Company’s equity plans for the nine months ended September 30, 2022 is presented below (in thousands, except weighted-average data): Weighted- Number Average of Stock Exercise Options Price Outstanding at December 31, 2021 21,219 $ 6.28 Granted 11,290 5.05 Exercised (280) 3.82 Forfeited/Canceled (825) 9.46 Outstanding at September 30, 2022 31,404 $ 5.78 In 2020, the Company issued 2.6 million performance-based stock options to certain employees that will vest upon the achievement of specified performance goals. Upon assessment of the performance-based stock option awards as of December 31, 2021, the Company determined the first performance goal to be probable of vesting and, as such, recorded $2.6 million of stock-based compensation expense for the year ended December 31, 2021. In May 2022, the first performance goal was achieved, resulting in the vesting of 25% of the 2.6 million performance-based stock options. The fair value of the remaining unvested performance-based stock options that could be expensed in future periods is $7.8 million. A summary of restricted stock unit activity under the Company’s equity plans for the nine months ended September 30, 2022 is presented below (in thousands, except weighted-average data): Number of Weighted- Restricted Average Grant Stock Shares Date Fair Value Unvested at December 31, 2021 77 $ 5.59 Vested (2) 2.53 Unvested at September 30, 2022 75 $ 5.68 In June 2018, the Company's Board of Directors, with shareholder approval, adopted the Employee Stock Purchase Plan (ESPP). Following the automatic share increase on January 1, 2021, pursuant to the ESPP’s “evergreen” provision, an aggregate of 2,000,000 shares of common stock have been reserved for issuance under the ESPP. ESPP purchase periods are six months and begin on January 1 and July 1 of each year, with purchase dates occurring on the final business day of the given purchase period. The fair value of each ESPP award is estimated on the first day of the offering period using the Black-Scholes option-pricing model. The Company recognizes share-based compensation expense equal to the fair value of the ESPP awards on a straight-line basis over the offering period. Stock compensation expense related to stock options and restricted stock unit awards granted under the stock plans and the ESPP was $5.3 million and $14.3 million during the three and nine months ended September 30, 2022, respectively, compared to stock compensation expense of $3.3 million and $10.6 million for the three and nine months ended September 30, 2021, respectively. As of September 30, 2022, the estimated fair value of unvested employee awards, exclusive of performance awards, was $54.3 million. The weighted-average remaining vesting period for these awards is approximately three years. Segment Information During all periods presented, the Company continued to operate in one reportable business segment under the management approach of ASC 280, Segment Reporting During the three months ended September 30, 2022, 52%, 30% and 18% of revenues were from Roche, Lilly, and Novartis, respectively, compared to 71% and 28% of revenue from Roche and Viridian, respectively, during the three months ended September 30, 2021. During the nine months ended September 30, 2022, 43%, 32%, and 20% of revenues were from Huadong, Roche, and Lilly, respectively, compared to 93% of revenues from Roche in the nine months ended September 30, 2021. Revenue from Roche in all periods consisted of non-cash royalty revenue. There were no other customers of the Company that generated significant revenues in the three and nine months ended September 30, 2022 and 2021. Recently Adopted Accounting Pronouncements There were no recently issued or effective FASB Accounting Standards Updates (ASUs) that had, or are expected to have, a material effect on the Company's results of operations, financial condition, or liquidity. |
Agreements
Agreements | 9 Months Ended |
Sep. 30, 2022 | |
Agreements | |
Agreements | C. Agreements Significant Collaborative Agreements Lilly In February 2022, the Company entered into a license agreement with Lilly, pursuant to which the Company granted Lilly worldwide exclusive rights to research, develop, and commercialize antibody-drug conjugates based on the Company’s novel camptothecin technology. Under the terms of the license agreement, the Company received a non-refundable upfront payment of $13.0 million, reflecting initial targets selected by Lilly. In August 2022, pursuant to the terms of the agreement, Lilly selected an additional target for which the Company received a $6.5 million payment. royalties, on a product-by-product basis, as a percentage of worldwide annual net sales by Lilly, based on certain net sales thresholds. Lilly is responsible for all costs associated with the research, development, and commercialization of any ensuing products. The Company evaluated the agreement and determined it was within the scope of ASC 606. The Company determined the promised goods and services included an exclusive license to use the Company’s intellectual property and know-how to research, develop, and commercialize products related to each of the initial targets selected by Lilly. Each of these licenses is distinct, as Lilly can derive benefit from each license independent of any other initial target licenses. Accordingly, the license to each of the initial targets selected by Lilly represents a separate performance obligation. Lilly has the right to replace each of the initial licensed targets once during a specified term for no additional consideration. If Lilly fails to advance an initial or replacement target to a specified stage within a specified period from the date the target was selected, Lilly’s rights to the respective target will cease and will revert back to the Company. The Company determined Lilly’s right to a replacement target for each of the initial targets represented a material right. Each material right is therefore a separate performance obligation. Lilly’s right to select additional targets does not represent a material right as the target fee for each additional target is the same and is also consistent with the target fee for each of the initial targets selected by Lilly. Accordingly, each additional target selected by Lilly is accounted for as a separate arrangement. The transaction price related to the initial targets was determined to consist of the upfront payment of $13.0 million. Future development milestones have been fully constrained. Any consideration related to sales-based milestones (including royalties) will be recognized when the related sales occur as these amounts have been determined to relate predominantly to the license granted to Lilly. The transaction price of $13.0 million was allocated to the performance obligations based on their relative stand-alone selling prices. In consideration of each target being at the same stage of development at the time of the initial license or at the time of replacement and each target having approximately the same earnings potential, The license terms and accounting outlined above are the same for the additional target license selected. Accordingly, $4.6 million and $1.9 million of the $6.5 million transaction price was allocated to the target selected and the material right to obtain a license to a replacement target, respectively. The Company re-evaluates the transaction price for each arrangement, including its estimated variable consideration included in the transaction price and all constrained amounts, at each reporting period and as uncertain events are resolved or other changes in circumstances occur. The transfer of intellectual property and know-how to Lilly to allow for Lilly to derive benefit from the initial and additional target licenses was completed during the three months ended March 31, 2022. As such, during the nine months ended September 30, 2022, the Company recognized $13.8 million of license and milestone fee revenue related to the portion of the transaction price allocated to the initial and additional target licenses. The $5.7 million allocated to the material rights to obtain licenses to replacement targets is included in long-term deferred revenue as of September 30, 2022 and will be recognized when the right is either exercised or expires. Roche In 2000, the Company granted Genentech, now a unit of Roche, an exclusive development and commercialization license to use the Company’s maytansinoid ADC technology. Pursuant to this agreement, Roche developed and received marketing approval for its HER2-targeting ADC, KADCYLA, in the U.S., Japan, the European Union, and numerous other countries. In accordance with the Company’s revenue recognition policy, $21.5 million and $38.8 million of non-cash royalties on net sales of KADCYLA were recognized and included in non-cash royalty revenue for the nine months ended September 30, 2022 and 2021, respectively. The Company sold its rights to receive royalty payments on the net sales of KADCYLA through two separate transactions in 2015 and 2019. Following the 2019 transaction, OMERS, the defined benefit pension plan for municipal employees in the Province of Ontario, Canada, is entitled to receive all of these royalties. Huadong In October 2020, the Company entered into a collaboration and license agreement with Huadong. The collaboration and license agreement grants Huadong an exclusive, royalty-bearing, and sublicensable right to develop and commercialize mirvetuximab soravtansine (the Licensed Product) in the People’s Republic of China, Hong Kong, Macau, and Taiwan (collectively, Greater China). The Company retains exclusive rights to the Licensed Product outside of Greater China. Under the terms of the collaboration and license agreement, the Company received a non-refundable upfront payment of $40.0 million with the potential for approximately $265.0 million in development, regulatory, and sales-based milestone payments. In December 2021, the Company received a $5.0 million payment upon achievement of a development milestone. The Company determined that revenue related to the agreement would be recognized as the clinical supply of the Licensed Product is delivered to Huadong, estimated to be completed over approximately two years . Accordingly, based on clinical supply delivered to Huadong during the nine months ended September 30, 2022, the Company recorded the remaining $28.5 million of deferred revenue as of December 31, 2021 related to the $45.0 million of upfront and development milestone payments previously received. Viridian In October 2020, the Company entered into a license agreement with Viridian pursuant to which the Company granted Viridian the exclusive right to develop and commercialize an insulin-like growth factor-1 receptor (IGF-1R) antibody for all non-oncology indications that do not use radiopharmaceuticals in exchange for an upfront payment, with the potential to receive up to a total of $143.0 million in development, regulatory, and sales-based milestone payments plus royalties on the commercial sales of any resulting product. In the three months ended December 31, 2021, a $3.0 million development milestone became probable of being achieved, which was allocated to the previously delivered license and recognized as revenue as a component of license and milestone fees for the three months ended December 31, 2021. The development milestone was subsequently achieved in April 2022. Novartis The Company previously granted Novartis exclusive development and commercialization licenses to the Company’s maytansinoid and IGN ADC technology for use with antibodies to specified targets under a now-expired right-to-test agreement established in 2010. In August 2022, Novartis terminated certain of the remaining development and commercialization licenses. The Company had $2.8 million of deferred revenue associated with the terminated licenses related to the portion of the transaction price previously allocated to rights to future technological improvements. In consideration that no technological improvements would be provided to Novartis and, therefore, no unsatisfied obligations were remaining related to such licenses, the $2.8 million was recorded as revenue and is included in license and milestone fees for the three and nine months ended September 30, 2022. With respect to the remaining license, $0.8 million of deferred revenue related to the portion of the transaction price previously allocated to rights to future technological improvements continues to be amortized over the remaining estimated term of the license agreement, and we are entitled to receive up to a total of $199.5 million in potential milestone payments, of which $5 million has been received to date, plus royalties on the commercial sales of any resulting products. For additional information related to these agreements, as well as the Company’s other significant collaborative agreements, please read Note C, “Agreements - Significant Collaborative Agreements,” to the audited financial statements included within the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on February 28, 2022. |
Liability Related to Sale of Fu
Liability Related to Sale of Future Royalties | 9 Months Ended |
Sep. 30, 2022 | |
Liability Related to Sale of Future Royalties | |
Liability Related to Sale of Future Royalties | D. Liability Related to Sale of Future Royalties In 2015, Immunity Royalty Holdings, L.P. (IRH) purchased the right to receive 100% of the royalty payments on commercial sales of KADCYLA arising under the Company’s development and commercialization license with Genentech, until IRH had received aggregate royalties equal to $235.0 million or $260.0 million, depending on when the aggregate royalties received by IRH reach a specified milestone. Once the applicable threshold was met, the Company would thereafter have received 85% and IRH would have received 15% of the KADCYLA royalties for the remaining royalty term. At the consummation of the transaction, the Company received cash proceeds of $200 million. As part of this sale, the Company incurred $5.9 million of transaction costs, which are presented net of the liability in the accompanying consolidated balance sheet and are being amortized to interest expense over the estimated life of the royalty purchase agreement. Although the Company sold its rights to receive royalties from the sales of KADCYLA, as a result of its then ongoing involvement in the cash flows related to these royalties, the Company continues to account for these royalties as revenue and recorded the $200.0 million in proceeds from this transaction as a liability related to sale of future royalties (Royalty Obligation) that is being amortized using the interest method over the estimated life of the royalty purchase agreement. In January 2019, the Company sold its residual rights to receive royalty payments on commercial sales of KADCYLA to OMERS for a payment of $65.2 million (amount is net of $1.5 million in broker fees). Simultaneously, OMERS purchased IRH’s right to the royalties the Company previously sold to IRH as described above, therefore obtaining the rights to 100% of the royalties received from that date on. Because the Company will not be involved with the cash flows related to the residual royalties, the $65.2 million of net proceeds received from the sale of its residual rights to receive royalty payments was recorded as deferred revenue and will be amortized as the royalty revenue related to the residual rights is earned using the units of revenue approach. During the second quarter of 2021, the aggregate royalty threshold was met and, in accordance with the Company’s revenue recognition policy, $12.5 million and $3.7 million of revenue related to the residual rights was recognized and is included in non-cash royalty revenue for the nine months ended September 30, 2022 and 2021, respectively. Additionally, the purchase of IRH’s interest by OMERS did not result in an extinguishment or modification of the original instrument and, accordingly, the Company continues to account for the remaining obligation as a liability as outlined above. The following table shows the activity within the liability account during the nine-month period ended September 30, 2022 (in thousands): Nine Months Ended September 30, 2022 Liability related to sale of future royalties, net — beginning balance $ 41,044 Proceeds from sale of future royalties, net — KADCYLA royalty payments received and paid (9,690) Non-cash interest expense recognized 3,194 Liability related to sale of future royalties, net — ending balance $ 34,548 The Company receives royalty reports and royalty payments related to sales of KADCYLA from Roche one |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2022 | |
Income Taxes | |
Income Taxes | E. Income Taxes are incurred for research and experimentation outside the U.S. will be amortized over 15 years. The Company expects that this provision will result in a significant decrease to its 2022 tax loss, but will not result in an actual tax liability for 2022. |
Capital Stock
Capital Stock | 9 Months Ended |
Sep. 30, 2022 | |
Capital Stock | |
Capital Stock | F. Capital Stock Pre-Funded Warrants On August 11, 2021, the Company entered into a Securities Purchase Agreement (SPA) with RA Capital Healthcare Fund, L.P. (RA Capital), pursuant to which the Company agreed to sell to RA Capital a pre-funded warrant to purchase up to an aggregate of 5,434,782 shares of the Company’s common stock for $5.51 per share of common stock underlying the pre-funded warrant. The per share exercise price of the pre-funded warrant is $0.01. The private placement resulted in aggregate net proceeds of $29.7 million. In connection with a public offering in December 2021, the Company issued pre-funded warrants to purchase up to an aggregate of 16,000,000 and 11,363,636 shares of the Company’s common stock to RA Capital and Redmile Group, LLC, respectively, for $6.59 per share of common stock underlying the pre-funded warrants, which, together with the per share exercise price of $0.01, is equal to $6.60, the public offering price of the shares of common stock in the public offering, which resulted in aggregate net proceeds of $169.3 million. RA Capital and Redmile Group, LLC are each considered related parties pursuant to ASC 850, Related Party Disclosures The pre-funded warrants’ fundamental transaction provision does not provide the warrant holders with the option to settle any unexercised warrants for cash in the event of any fundamental transactions; rather, in all fundamental transaction scenarios, the warrant holder will only be entitled to receive from the Company or any successor entity the same type or form of consideration (and in the same proportion) that is being offered and paid to the shareholders of the Company in connection with the fundamental transaction, whether that consideration be in the form of cash, stock or any combination thereof. The pre-funded warrants also include a separate provision whereby the exercisability of the warrants may be limited if, upon exercise, the warrant holder or any of its affiliates would beneficially own more than 9.99% of the Company’s common stock. This threshold is subject to the holder’s rights under the pre-funded warrants to increase or decrease such percentage to any other percentage not in excess of 19.99% upon at least 61 days’ prior notice from the holder to the Company. The Company assessed the pre-funded warrants for appropriate equity or liability classification pursuant to the Company’s accounting policy described in Note B, “Summary of Significant Accounting Policies.” During this assessment, the Company determined the pre-funded warrants are freestanding instruments that do not meet the definition of a liability pursuant to ASC 480 and do not meet the definition of a derivative pursuant to ASC 815. The pre-funded warrants are indexed to the Company’s common stock and meet all other conditions for equity classification under ASC 480 and ASC 815. Based on the results of this assessment, the Company concluded that the pre-funded warrants are freestanding equity-linked financial instruments that meet the criteria for equity classification under ASC 480 and ASC 815. Accordingly, the pre-funded warrants were classified as equity and accounted for as a component of additional paid-in capital at the time of issuance and at each subsequent balance sheet date. The Company also determined that the pre-funded warrants should be included in the determination of basic and diluted earnings per share in accordance with ASC 260, Earnings per Share Compensation Policy for Non-Employee Directors Pursuant to the Compensation Policy for Non-Employee Directors, as amended, non-employee directors are granted deferred share units upon initial election to the Board of Directors and annually thereafter. Initial awards and annual retainers vest quarterly over approximately three years and one year from the date of grant, respectively, contingent upon the individual remaining a director of ImmunoGen as of each vesting date. The number of deferred share units awarded is fixed per the policy on the date of the award. All unvested deferred share units will automatically vest immediately prior to the occurrence of a change of control. The redemption amount of deferred share units issued will be paid in shares of common stock of the Company on the date a director ceases to be a member of the Board of Directors. Pursuant to the Compensation Policy for Non-Employee Directors, as amended, non-employee directors also receive stock option awards upon initial election to the Board of Directors and annually thereafter. The directors received a total of approximately 322,000 and 352,000 options in 2022 and 2021, respectively, and the related compensation expense for the three and nine months ended September 30, 2022 and 2021 is included in the amounts discussed in the “Stock-Based Compensation” section of Note B above. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2022 | |
Leases | |
Leases | G. Leases The Company currently has one In June 2022, in order to reclaim laboratory and office space, the Company modified one of its sublease agreements to terminate the sublease early, targeting an end date of March 31, 2023. Pursuant to the amended sublease agreement, the Company is required to pay the sublessee $3.5 million as a lease incentive, of which $1.8 million was paid in June 2022 and the remainder will be paid at the end of the sublease term. No other terms from the original sublease agreement were modified. In accordance with ASC 842, Leases Except as disclosed above, there have been no other material changes in lease obligations from those disclosed in Note J, “Leases,” to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies | |
Commitments and Contingencies | H. Commitments and Contingencies Research Collaboration Agreement In June 2022, the Company entered into a research collaboration agreement with Oxford BioTherapeutics Ltd (OBT) to develop novel ADCs utilizing the Company’s linker-payload technology directed to targets identified via OBT's proprietary OGAP ® In accordance with ASC 730, Research and Development Manufacturing Commitments As of September 30, 2022, the Company had noncancelable obligations under several agreements related to in-process and future manufacturing of antibody, drug substance, and cytotoxic agents required for supply of the Company’s product candidates totaling $14.6 million. Additionally, pursuant to commercial agreements for future production of antibody, our noncancelable commitments total $40.6 million at September 30, 2022. Litigation The Company is not a party to any material litigation. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | I. Related Party Transactions Related Party Disclosures |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events | |
Subsequent Events | J. Subsequent Events The Company has evaluated all events or transactions that occurred after September 30, 2022, up through the date the Company issued these financial statements. The Company did not have any material subsequent events. |
Basis of Presentation and Sig_2
Basis of Presentation and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Basis of Presentation and Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated. The consolidated financial statements include all of the adjustments, consisting only of normal recurring adjustments, which management considers necessary for a fair presentation of the Company’s financial position in accordance with accounting principles generally accepted in the U.S. for interim financial information. The December 31, 2021 consolidated balance sheet presented for comparative purposes was derived from the Company’s audited financial statements, and certain information and footnote disclosures normally included in the Company’s annual financial statements have been condensed or omitted. The preparation of interim financial statements requires the use of management’s estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the interim financial statements and the reported amounts of revenues and expenditures during the reported periods. The results of the interim periods are not necessarily indicative of the results for the entire year. Accordingly, the interim financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on February 28, 2022. |
Significant Accounting Policies | Significant Accounting Policies The significant accounting policies used in preparation of these condensed consolidated financial statements for the three and nine months ended September 30, 2022 are consistent with those discussed in Note B to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. |
Revenue Recognition | Revenue Recognition Transaction Price Allocated to Future Performance Obligations Deferred revenue under Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC), Revenue from Contracts with Customers 13 61 ® Contract Balances from Contracts with Customers The following tables present changes in the Company’s contract assets and contract liabilities during the nine months ended September 30, 2022 and 2021 (in thousands): Balance at Balance at December 31, 2021 Additions Deductions Impact of Netting September 30, 2022 Contract asset $ 3,000 $ — $ (3,000) $ — $ — Contract liabilities (deferred revenue) $ 92,068 $ 5,704 $ (43,961) $ — $ 53,811 Balance at Balance at December 31, 2020 Additions Deductions Impact of Netting September 30, 2021 Contract asset $ — $ 2,500 $ — $ — $ 2,500 Contract liabilities (deferred revenue) $ 110,109 $ 25 $ (4,129) $ — $ 106,005 The Company recognized the following revenues as a result of changes in contract asset and contract liability balances in the respective periods (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Revenue recognized in the period from: Amounts included in contract liabilities at the beginning of the period $ 7,337 $ 3,292 $ 43,961 $ 4,129 The timing of revenue recognition, billings, and cash collections results in billed receivables, unbilled receivables, contract assets, and contract liabilities on the consolidated balance sheets. When consideration is received, or such consideration is unconditionally due, from a customer prior to transferring goods or services to the customer under the terms of a contract, a contract liability is recorded (under the caption deferred revenue). Contract liabilities are recognized as revenue after control of the products or services is transferred to the customer and all revenue recognition criteria have been met. During the year ended December 31, 2021, the Company recorded a contract asset of $3.0 million for a probable development milestone pursuant to its license agreement with Viridian Therapeutics, Inc. (Viridian), which was subsequently achieved in April 2022. Pursuant to the Company’s license agreement with Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. (Huadong), upon delivery of clinical materials in the nine months ended September 30, 2022, the Company recognized as license and milestone fee revenue the remaining $28.5 million of the deferred revenue balance as of December 31, 2021 related to the $45.0 million of upfront and development milestone payments previously received. Additionally, pursuant to a license agreement executed with Eli Lilly and Company (Lilly), during the nine months ended September 30, 2022, the Company received upfront payments of $19.5 million, of which $13.8 million was recognized as license and milestone fee revenue and the remainder deferred, further details of which can be found in Note C, “Agreements.” During the nine months ended September 30, 2022, the Company also recognized $12.5 million of previously deferred non-cash royalty revenue related to the sale of rights to KADCYLA During the nine months ended September 30, 2021, the Company recorded a contract asset of $2.5 million for a probable development milestone pursuant to its license agreement with Viridian, which was subsequently achieved in October 2021. During the nine months ended September 30, 2021, the Company also recorded $0.2 million as license and milestone fee revenue for delivery of certain materials to Viridian that had been previously deferred, and $0.2 million of license and milestone fee revenue related to numerous collaborators’ rights to technological improvements that had been previously deferred. Additionally, during the nine months ended September 30, 2021, the Company recorded $3.7 million of previously deferred non-cash royalty revenue related to the sale of rights to KADCYLA |
Financial Instruments and Concentration of Credit Risk | Financial Instruments and Concentration of Credit Risk Cash and cash equivalents are primarily maintained with three financial institutions in the U.S. Deposits with banks may exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed upon demand and, therefore, bear minimal risk. The Company’s cash equivalents consist of money market funds with underlying investments primarily being U.S. Government-issued securities and high quality, short-term commercial paper. Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash, cash equivalents, and marketable securities. The Company held no marketable securities as of September 30, 2022 and December 31, 2021. The Company’s investment policy, approved by the Board of Directors, limits the amount it may invest in any one type of investment, thereby reducing credit risk concentrations. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid financial instruments with maturities of three months or less when purchased to be cash equivalents. As of September 30, 2022 and December 31, 2021, the Company held $309.5 million and $478.8 million, respectively, in cash and money market funds, which were classified as cash and cash equivalents. |
Non-cash Investing and Financing Activities | Non-cash Investing and Financing Activities The Company had $0.2 million of accrued capital expenditures as of September 30, 2022 and December 31, 2021, which have been treated as a non-cash investing activity and, accordingly, are not reflected in the consolidated statement of cash flows. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is defined under ASC 820, Fair Value Measurements and Disclosures ● Level 1 - Quoted prices in active markets for identical assets or liabilities. ● Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. ● Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. As of September 30, 2022 and December 31, 2021, the Company held certain assets that are required to be measured at fair value on a recurring basis. The fair value of the Company’s cash equivalents is based on quoted prices from active markets (Level 1 inputs). The carrying amounts reflected in the consolidated balance sheets for accounts receivable, unbilled receivables, prepaid and other current assets, accounts payable, accrued compensation, and other accrued liabilities approximate fair value due to their short-term nature. |
Common Stock Warrants | The Company accounts for common stock warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance included in ASC 480, Distinguishing Liabilities from Equity Derivatives and Hedging For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance and remeasured each balance sheet date thereafter. Changes in the estimated fair value of the liability-classified warrants are recognized as a non-cash gain or loss in the accompanying consolidated statements of operations and comprehensive loss. |
Computation of Net Loss per Common Share | Computation of Net Loss per Common Share Basic and diluted net loss per share is calculated based upon the weighted average number of shares of common stock outstanding during the period. Shares of the Company’s common stock underlying pre-funded warrants are included in the calculation of basic and diluted earnings per share. During periods of income, participating securities are allocated a proportional share of income determined by dividing total weighted-average participating securities by the sum of the total weighted average common shares and participating securities (the two-class method). Shares of the Company’s restricted stock participate in any dividends that may be declared by the Company and are therefore considered to be participating securities. Participating securities have the effect of diluting both basic and diluted earnings per share during periods of income. During periods of loss, no loss is allocated to participating securities since they have no contractual obligation to share in the losses of the Company. Diluted loss per share is computed after giving consideration to the dilutive effect of stock options, convertible notes, and restricted stock that are outstanding during the period, except where such non-participating securities would be anti-dilutive. The Company’s common stock equivalents, as calculated in accordance with the treasury-stock method for options and unvested restricted stock, and the if-converted method for the convertible notes, are shown in the following table (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Options outstanding to purchase common stock, shares issuable under the employee stock purchase plan, and unvested restricted stock/units at end of period 31,479 20,862 31,479 20,862 Common stock equivalents under treasury stock method for options, shares issuable under the employee stock purchase plan, and unvested restricted stock/units 2,246 2,116 1,437 2,743 The Company’s common stock equivalents have not been included in the net loss per share calculation because their effect is anti-dilutive due to the Company’s net loss position. |
Stock-Based Compensation | Stock-Based Compensation As of September 30, 2022, the Company was authorized to grant future awards under three employee share-based compensation plans, which are the ImmunoGen, Inc. Amended and Restated 2018 Employee, Director and Consultant Equity Incentive Plan (the 2018 Plan), the Employee Stock Purchase Plan (the ESPP), and the ImmunoGen Inducement Equity Incentive Plan (the Inducement Plan). At the annual meeting of shareholders on June 15, 2022, the 2018 Plan was amended to provide for the issuance of stock grants, the grant of options, and the grant of stock-based awards for up to an additional 13,000,000 shares of the Company’s common stock, as well as up to 28,742,013 shares of common stock, which represent the number of shares of common stock remaining under the 2018 Plan as of April 1, 2022, and awards previously granted under the 2018 Plan and the Company’s former stock-based plans, including the ImmunoGen, Inc. 2016 and 2006 Employee, Director and Consultant Equity Incentive Plans, that forfeit, expire, or cancel without delivery of shares of common stock or which resulted in the forfeiture of shares of common stock back to the Company subsequent to April 1, 2022. The Inducement Plan was approved by the Board of Directors in December 2019, and pursuant to subsequent amendments, provides for the issuance of non-qualified option grants for up to 10,500,000 shares of the Company’s common stock. Options awarded under the two plans are granted with an exercise price equal to the market price of the Company’s stock at the date of grant. Options vest at various periods of up to four years and may be exercised within ten years of the date of grant under each of these plans. The stock-based awards are accounted for under ASC 718, Compensation—Stock Compensation Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Dividend None None None None Volatility 83.3% 82.7% 83.2% 85.2% Risk-free interest rate 3.44% 0.95% 2.48% 0.68% Expected life (years) 5.6 6.0 5.9 6.0 Using the Black-Scholes option-pricing model, the weighted-average grant date fair values of options granted during the three months ended September 30, 2022 and 2021 were $3.62 and $3.99 per share, respectively, and $3.58 and $5.34 for options granted during the nine months ended September 30, 2022 and 2021, respectively. A summary of option activity under the Company’s equity plans for the nine months ended September 30, 2022 is presented below (in thousands, except weighted-average data): Weighted- Number Average of Stock Exercise Options Price Outstanding at December 31, 2021 21,219 $ 6.28 Granted 11,290 5.05 Exercised (280) 3.82 Forfeited/Canceled (825) 9.46 Outstanding at September 30, 2022 31,404 $ 5.78 In 2020, the Company issued 2.6 million performance-based stock options to certain employees that will vest upon the achievement of specified performance goals. Upon assessment of the performance-based stock option awards as of December 31, 2021, the Company determined the first performance goal to be probable of vesting and, as such, recorded $2.6 million of stock-based compensation expense for the year ended December 31, 2021. In May 2022, the first performance goal was achieved, resulting in the vesting of 25% of the 2.6 million performance-based stock options. The fair value of the remaining unvested performance-based stock options that could be expensed in future periods is $7.8 million. A summary of restricted stock unit activity under the Company’s equity plans for the nine months ended September 30, 2022 is presented below (in thousands, except weighted-average data): Number of Weighted- Restricted Average Grant Stock Shares Date Fair Value Unvested at December 31, 2021 77 $ 5.59 Vested (2) 2.53 Unvested at September 30, 2022 75 $ 5.68 In June 2018, the Company's Board of Directors, with shareholder approval, adopted the Employee Stock Purchase Plan (ESPP). Following the automatic share increase on January 1, 2021, pursuant to the ESPP’s “evergreen” provision, an aggregate of 2,000,000 shares of common stock have been reserved for issuance under the ESPP. ESPP purchase periods are six months and begin on January 1 and July 1 of each year, with purchase dates occurring on the final business day of the given purchase period. The fair value of each ESPP award is estimated on the first day of the offering period using the Black-Scholes option-pricing model. The Company recognizes share-based compensation expense equal to the fair value of the ESPP awards on a straight-line basis over the offering period. Stock compensation expense related to stock options and restricted stock unit awards granted under the stock plans and the ESPP was $5.3 million and $14.3 million during the three and nine months ended September 30, 2022, respectively, compared to stock compensation expense of $3.3 million and $10.6 million for the three and nine months ended September 30, 2021, respectively. As of September 30, 2022, the estimated fair value of unvested employee awards, exclusive of performance awards, was $54.3 million. The weighted-average remaining vesting period for these awards is approximately three years. |
Segment Information | Segment Information During all periods presented, the Company continued to operate in one reportable business segment under the management approach of ASC 280, Segment Reporting During the three months ended September 30, 2022, 52%, 30% and 18% of revenues were from Roche, Lilly, and Novartis, respectively, compared to 71% and 28% of revenue from Roche and Viridian, respectively, during the three months ended September 30, 2021. During the nine months ended September 30, 2022, 43%, 32%, and 20% of revenues were from Huadong, Roche, and Lilly, respectively, compared to 93% of revenues from Roche in the nine months ended September 30, 2021. Revenue from Roche in all periods consisted of non-cash royalty revenue. There were no other customers of the Company that generated significant revenues in the three and nine months ended September 30, 2022 and 2021. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements There were no recently issued or effective FASB Accounting Standards Updates (ASUs) that had, or are expected to have, a material effect on the Company's results of operations, financial condition, or liquidity. |
Basis of Presentation and Sig_3
Basis of Presentation and Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Basis of Presentation and Significant Accounting Policies | |
Contract assets and contract liabilities | The following tables present changes in the Company’s contract assets and contract liabilities during the nine months ended September 30, 2022 and 2021 (in thousands): Balance at Balance at December 31, 2021 Additions Deductions Impact of Netting September 30, 2022 Contract asset $ 3,000 $ — $ (3,000) $ — $ — Contract liabilities (deferred revenue) $ 92,068 $ 5,704 $ (43,961) $ — $ 53,811 Balance at Balance at December 31, 2020 Additions Deductions Impact of Netting September 30, 2021 Contract asset $ — $ 2,500 $ — $ — $ 2,500 Contract liabilities (deferred revenue) $ 110,109 $ 25 $ (4,129) $ — $ 106,005 The Company recognized the following revenues as a result of changes in contract asset and contract liability balances in the respective periods (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Revenue recognized in the period from: Amounts included in contract liabilities at the beginning of the period $ 7,337 $ 3,292 $ 43,961 $ 4,129 |
Schedule of common stock equivalents, as calculated in accordance with the treasury-stock method | The Company’s common stock equivalents, as calculated in accordance with the treasury-stock method for options and unvested restricted stock, and the if-converted method for the convertible notes, are shown in the following table (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Options outstanding to purchase common stock, shares issuable under the employee stock purchase plan, and unvested restricted stock/units at end of period 31,479 20,862 31,479 20,862 Common stock equivalents under treasury stock method for options, shares issuable under the employee stock purchase plan, and unvested restricted stock/units 2,246 2,116 1,437 2,743 |
Schedule of risk-free rate of the stock options based on US Treasury rate | Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Dividend None None None None Volatility 83.3% 82.7% 83.2% 85.2% Risk-free interest rate 3.44% 0.95% 2.48% 0.68% Expected life (years) 5.6 6.0 5.9 6.0 |
Summary of stock option activity | A summary of option activity under the Company’s equity plans for the nine months ended September 30, 2022 is presented below (in thousands, except weighted-average data): Weighted- Number Average of Stock Exercise Options Price Outstanding at December 31, 2021 21,219 $ 6.28 Granted 11,290 5.05 Exercised (280) 3.82 Forfeited/Canceled (825) 9.46 Outstanding at September 30, 2022 31,404 $ 5.78 |
Summary of restricted stock activity | A summary of restricted stock unit activity under the Company’s equity plans for the nine months ended September 30, 2022 is presented below (in thousands, except weighted-average data): Number of Weighted- Restricted Average Grant Stock Shares Date Fair Value Unvested at December 31, 2021 77 $ 5.59 Vested (2) 2.53 Unvested at September 30, 2022 75 $ 5.68 |
Liability Related to Sale of _2
Liability Related to Sale of Future Royalties (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Liability Related to Sale of Future Royalties | |
Schedule of Liability account during the period from the inception of the royalty transaction | The following table shows the activity within the liability account during the nine-month period ended September 30, 2022 (in thousands): Nine Months Ended September 30, 2022 Liability related to sale of future royalties, net — beginning balance $ 41,044 Proceeds from sale of future royalties, net — KADCYLA royalty payments received and paid (9,690) Non-cash interest expense recognized 3,194 Liability related to sale of future royalties, net — ending balance $ 34,548 |
Nature of Business and Plan o_2
Nature of Business and Plan of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Net loss | $ (163,921) | $ (102,131) | |||
Accumulated deficit | $ (1,635,064) | (1,635,064) | $ (1,471,143) | ||
Total revenues | 15,375 | $ 9,210 | 67,615 | $ 41,864 | |
Cash and cash equivalents | $ 309,511 | $ 309,511 | $ 478,750 | ||
Number of months Capital resources meets capital expenditures | 12 months | ||||
Product | |||||
Total revenues | $ 0 |
Basis of Presentation and Sig_4
Basis of Presentation and Significant Accounting Policies - Performance Obligations (Details) $ in Millions | Sep. 30, 2022 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation | $ 53.8 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations, percent | 0.28% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations, percent | 0.66% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2032-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations, percent | 0.06% |
Minimum | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction | 12 months |
Minimum | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction | 13 months |
Minimum | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2032-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction | 61 months |
Maximum | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction | 60 months |
Maximum | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2032-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction | 120 months |
Basis of Presentation and Sig_5
Basis of Presentation and Significant Accounting Policies - Contract Balances (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Changes in the Company's contract assets and contract liabilities | ||
Contract asset, Beginning balance | $ 3,000 | |
Contract asset, Additions | $ (2,500) | |
Contract asset, Deductions | 3,000 | |
Contract asset, Ending balance | 2,500 | |
Contract liabilities: | ||
Contract liabilities (deferred revenue), Beginning balance | 92,068 | 110,109 |
Contract liabilities (deferred revenue), Additions | 5,704 | 25 |
Contract liabilities (deferred revenue), Deductions | (43,961) | (4,129) |
Contract liabilities (deferred revenue), Ending balance | $ 53,811 | $ 106,005 |
Basis of Presentation and Sig_6
Basis of Presentation and Significant Accounting Policies - Revenues Recognized as a Result of Changes in Contract Asset and Liability Balances (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenue recognized in the period from: | ||||
Amounts included in contract liabilities at the beginning of the period | $ 7,337 | $ 3,292 | $ 43,961 | $ 4,129 |
Basis of Presentation and Sig_7
Basis of Presentation and Significant Accounting Policies - Contract Balances from Contracts with Customers - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | Aug. 31, 2022 | Feb. 28, 2022 | Dec. 31, 2020 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
Deferred revenue | $ 53,811 | $ 106,005 | $ 53,811 | $ 106,005 | $ 92,068 | $ 110,109 | ||
Revenue from contract with customer | 15,375 | 9,210 | 67,615 | 41,864 | ||||
Revenue recognized, previously deferred | 7,337 | 3,292 | 43,961 | 4,129 | ||||
License and milestone fees | ||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
Revenue from contract with customer | 7,382 | $ 2,677 | 45,247 | 3,086 | ||||
Revenue recognized, previously deferred | 2,900 | 200 | ||||||
Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd | License and milestone fees | ||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
Deferred revenue | 28,500 | |||||||
License agreement upfront payment receivable | 45,000 | |||||||
Lilly | ||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
License agreement upfront payment receivable | $ 13,000 | |||||||
Lilly | License and milestone fees | ||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
Revenue from contract with customer | 13,800 | |||||||
Lilly | Upfront payment | ||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
Deferred revenue | 19,500 | 19,500 | ||||||
KADCYLA | Royalty revenue | ||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
Net proceeds from sale of residual rights to receive royalty payments | 12,500 | |||||||
Viridian | ||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
Revenue from contract with customer | 2,500 | $ 3,000 | ||||||
Viridian | Royalty revenue | ||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
Revenue recognized, previously deferred | 3,700 | |||||||
Viridian | Future Technological Improvements | ||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
Revenue recognized, previously deferred | $ 200 | |||||||
Novartis | ||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
Deferred revenue | 2,800 | 2,800 | $ 2,800 | |||||
Novartis | License and milestone fees | ||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
Revenue from contract with customer | 2,800 | |||||||
Novartis | Future Technological Improvements | ||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
Deferred revenue | $ 800 | $ 800 |
Basis of Presentation and Sig_8
Basis of Presentation and Significant Accounting Policies - Financial Instruments and Concentration of Credit Risk (Details) | 9 Months Ended | |
Sep. 30, 2022 USD ($) item | Dec. 31, 2021 USD ($) | |
Financial Instruments and Concentration of Credit Risk | ||
Number of financial institutions in the U.S. in which cash and cash equivalents are primarily maintained | item | 3 | |
Marketable securities held by entity | $ | $ 0 | $ 0 |
Basis of Presentation and Sig_9
Basis of Presentation and Significant Accounting Policies - Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Basis of Presentation and Significant Accounting Policies | ||
Cash and cash equivalents | $ 309,511 | $ 478,750 |
Basis of Presentation and Si_10
Basis of Presentation and Significant Accounting Policies - Non-cash Investing and Financing Activities (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2021 | |
Basis of Presentation and Significant Accounting Policies | ||
Accrued capital expenditures | $ 200 | |
Payments upon settlement of convertible senior notes | $ 1,100 |
Basis of Presentation and Si_11
Basis of Presentation and Significant Accounting Policies - Fair Value of Financial Instruments (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2022 | Dec. 31, 2021 | |
Basis of Presentation and Significant Accounting Policies | ||||
Convertible debt amount | $ 1,000 | |||
Convertible debt paid in cash | $ 1,100 | |||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Basis of Presentation and Si_12
Basis of Presentation and Significant Accounting Policies - Computation of Net Loss per Common Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Computation of Net Loss per Common Share | ||||
Options outstanding to purchase common stock, shares issuable under the employee stock purchase plan, and unvested restricted stock/units at end of period | 31,479 | 20,862 | 31,479 | 20,862 |
Common stock equivalents under treasury stock method for options, shares issuable under the employee stock purchase plan, and unvested restricted stock/units | 2,246 | 2,116 | 1,437 | 2,743 |
Basis of Presentation and Si_13
Basis of Presentation and Significant Accounting Policies - Stock-Based Compensation (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
May 31, 2022 shares | Sep. 30, 2022 USD ($) $ / shares shares | Sep. 30, 2021 USD ($) $ / shares | Jun. 30, 2022 $ / shares shares | Sep. 30, 2022 USD ($) plan $ / shares shares | Sep. 30, 2021 USD ($) $ / shares | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2020 shares | Jun. 15, 2022 shares | Apr. 01, 2022 shares | Jun. 30, 2018 shares | |
Stock-Based Compensation | |||||||||||
Number of employee share-based compensation plans | plan | 3 | ||||||||||
Weighted-average assumptions used to estimate the fair value of each stock option | |||||||||||
Dividend (as a percent) | 0% | 0% | 0% | 0% | |||||||
ESPP | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||||||||||
Aggregate number of common shares reserved for future issuance | 2,000,000 | ||||||||||
Stock options and restricted stock awards | |||||||||||
Stock-Based Compensation | |||||||||||
Vesting period | 3 years | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||||||||||
Stock compensation expense | $ | $ 5.3 | $ 3.3 | $ 14.3 | $ 10.6 | |||||||
Estimated fair value that could be expensed | $ | $ 54.3 | $ 54.3 | |||||||||
Stock options | |||||||||||
Weighted-average assumptions used to estimate the fair value of each stock option | |||||||||||
Dividend (as a percent) | 0% | 0% | 0% | 0% | |||||||
Volatility (as a percent) | 83.30% | 82.70% | 83.20% | 85.20% | |||||||
Risk-free interest rate (as a percent) | 3.44% | 0.95% | 2.48% | 0.68% | |||||||
Expected life | 5 years 7 months 6 days | 6 years | 5 years 10 months 24 days | 6 years | |||||||
Weighted-average grant date fair value (in dollars per share) | $ / shares | $ 3.62 | $ 3.99 | $ 3.58 | $ 5.34 | |||||||
Number of Stock Options | |||||||||||
Outstanding at the beginning of the period (in shares) | 21,219,000 | 21,219,000 | |||||||||
Granted (in shares) | 11,290,000 | ||||||||||
Exercised (in shares) | (280,000) | ||||||||||
Forfeited/Canceled (in shares) | (825,000) | ||||||||||
Outstanding at the end of the period (in shares) | 31,404,000 | 31,404,000 | 21,219,000 | ||||||||
Weighted-Average Exercise Price | |||||||||||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 6.28 | $ 6.28 | |||||||||
Granted (in dollars per share) | $ / shares | 5.05 | ||||||||||
Exercised (in dollars per share) | $ / shares | 3.82 | ||||||||||
Forfeited/Canceled (in dollars per share) | $ / shares | $ 9.46 | ||||||||||
Outstanding at the end of the period (in dollars per share) | $ / shares | $ 5.78 | $ 5.78 | $ 6.28 | ||||||||
Performance shares | |||||||||||
Stock-Based Compensation | |||||||||||
Vesting percentage | 25% | ||||||||||
Number of Stock Options | |||||||||||
Granted (in shares) | 2,600,000 | 2,600,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||||||||||
Stock compensation expense | $ | $ 2.6 | ||||||||||
Estimated fair value that could be expensed | $ | $ 7.8 | $ 7.8 | |||||||||
Restricted stock | |||||||||||
Number of Restricted Stock Shares | |||||||||||
Unvested at the beginning of the period (in shares) | 77,000 | 77,000 | |||||||||
Vested (in shares) | (2,000) | ||||||||||
Unvested at the end of the period (in shares) | 75,000 | 75,000 | 77,000 | ||||||||
Weighted-Average Grant Date Fair Value | |||||||||||
Unvested at the beginning of the period (in dollars per share) | $ / shares | $ 5.59 | $ 5.59 | |||||||||
Vested (in dollars per share) | $ / shares | 2.53 | ||||||||||
Unvested at the end of the period (in dollars per share) | $ / shares | $ 5.68 | $ 5.68 | $ 5.59 | ||||||||
Immunogen Inc Restated Stock Option Plan | |||||||||||
Stock-Based Compensation | |||||||||||
Common stock authorized for issuance (in shares) | 28,742,013 | ||||||||||
2018 Plan | |||||||||||
Stock-Based Compensation | |||||||||||
Common stock authorized for issuance (in shares) | 13,000,000 | ||||||||||
Inducement Plan | |||||||||||
Stock-Based Compensation | |||||||||||
Number of employee share-based compensation plans | plan | 2 | ||||||||||
Common stock authorized for issuance (in shares) | 10,500,000 | 10,500,000 | |||||||||
2018 Plan and Inducement Plan | |||||||||||
Stock-Based Compensation | |||||||||||
Exercise period | 10 years | ||||||||||
2018 Plan and Inducement Plan | Maximum | |||||||||||
Stock-Based Compensation | |||||||||||
Vesting period | 4 years |
Basis of Presentation and Si_14
Basis of Presentation and Significant Accounting Policies - Segment Information (Details) - segment | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Segment Information | ||||
Number of operating segments | 1 | |||
Other customers | Revenue | Customer concentration | ||||
Segment Information | ||||
Percentages of revenue recognized | 0% | 0% | 0% | 0% |
Roche | Revenue | Customer concentration | ||||
Segment Information | ||||
Percentages of revenue recognized | 52% | 71% | 32% | |
Roche | Revenue | Customer concentration | ||||
Segment Information | ||||
Percentages of revenue recognized | 93% | |||
Huadong | Revenue | Customer concentration | ||||
Segment Information | ||||
Percentages of revenue recognized | 43% | |||
Lilly | Revenue | Customer concentration | ||||
Segment Information | ||||
Percentages of revenue recognized | 30% | 20% | ||
Novartis | Revenue | Customer concentration | ||||
Segment Information | ||||
Percentages of revenue recognized | 18% | 28% |
Agreements - Lilly (Details)
Agreements - Lilly (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Feb. 28, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Aug. 31, 2022 | Dec. 31, 2021 | |
Collaborative Agreements disclosures | |||||||
Aggregate amount of transaction price allocated to remaining performance obligations | $ 53,800 | $ 53,800 | |||||
Revenue from contract with customer | 15,375 | $ 9,210 | 67,615 | $ 41,864 | |||
Amount of obligation included in long-term deferred revenue | 38,732 | 38,732 | $ 47,717 | ||||
Additional targets | |||||||
Collaborative Agreements disclosures | |||||||
License agreement upfront payment receivable | 6,500 | 6,500 | $ 6,500 | ||||
Lilly | |||||||
Collaborative Agreements disclosures | |||||||
License agreement upfront payment receivable | $ 13,000 | ||||||
License agreement additional payment receivable | 26,000 | ||||||
License agreement, target selection fees and development, regulatory and commercial milestone payments receivable | 1,700,000 | ||||||
Aggregate amount of transaction price allocated to remaining performance obligations | 13,000 | ||||||
Lilly | Upfront payment | |||||||
Collaborative Agreements disclosures | |||||||
Estimated payments to received | 13,000 | ||||||
Lilly | Initial targets | |||||||
Collaborative Agreements disclosures | |||||||
Revenue from contract with customer | 9,200 | 13,800 | |||||
Lilly | Additional targets | |||||||
Collaborative Agreements disclosures | |||||||
Revenue from contract with customer | 4,600 | ||||||
Lilly | Material rights to obtain licenses to replacement targets | |||||||
Collaborative Agreements disclosures | |||||||
Revenue from contract with customer | $ 3,800 | ||||||
Amount of obligation included in long-term deferred revenue | $ 5,700 | 5,700 | |||||
Lilly | Material rights to obtain additional target licenses to replacement targets | |||||||
Collaborative Agreements disclosures | |||||||
Revenue from contract with customer | $ 1,900 |
Agreements - Roche (Details)
Agreements - Roche (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Collaborative Agreements disclosures | ||
Non-cash royalty revenue related to sale of future royalties | $ 9,027 | $ 35,035 |
Roche | KADCYLA | ||
Collaborative Agreements disclosures | ||
Non-cash royalty revenue related to sale of future royalties | $ 21,500 | $ 38,800 |
Agreements - Huadong (Details)
Agreements - Huadong (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Oct. 31, 2020 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Collaborative Agreements disclosures | ||||||
Revenue from contract with customer | $ 15,375 | $ 9,210 | $ 67,615 | $ 41,864 | ||
Revenue recognized, previously deferred | 7,337 | 3,292 | 43,961 | 4,129 | ||
Upfront payment | Huadong | ||||||
Collaborative Agreements disclosures | ||||||
Revenue from contract with customer | $ 40,000 | |||||
Upfront payment | Huadong | Development milestones | ||||||
Collaborative Agreements disclosures | ||||||
Revenue recognized, previously deferred | 28,500 | $ 45,000 | ||||
License and milestone fees | ||||||
Collaborative Agreements disclosures | ||||||
Revenue from contract with customer | $ 7,382 | $ 2,677 | 45,247 | 3,086 | ||
Revenue recognized, previously deferred | $ 2,900 | $ 200 | ||||
License and milestone fees | Huadong | Development milestones | ||||||
Collaborative Agreements disclosures | ||||||
Revenue from contract with customer | $ 5,000 | |||||
License and milestone fees | Huadong | Sales milestones | ||||||
Collaborative Agreements disclosures | ||||||
Potential milestone payment | $ 265,000 | |||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01 | License and milestone fees | Huadong | Development milestones | ||||||
Collaborative Agreements disclosures | ||||||
Remaining performance obligation, expected timing of satisfaction | 2 years | 2 years |
Agreements - Viridian (Details)
Agreements - Viridian (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | Oct. 31, 2020 | |
Collaborative Agreements disclosures | |||||||
Revenue from contract with customer | $ 15,375 | $ 9,210 | $ 67,615 | $ 41,864 | |||
License and milestone fees | |||||||
Collaborative Agreements disclosures | |||||||
Revenue from contract with customer | $ 7,382 | $ 2,677 | $ 45,247 | 3,086 | |||
Viridian | |||||||
Collaborative Agreements disclosures | |||||||
Revenue from contract with customer | $ 2,500 | $ 3,000 | |||||
Viridian | License and milestone fees | |||||||
Collaborative Agreements disclosures | |||||||
Potential milestone payment | $ 143,000 | ||||||
Viridian | License and milestone fees | Development milestones | |||||||
Collaborative Agreements disclosures | |||||||
Revenue from contract with customer | $ 3,000 |
Agreements - Novartis (Details)
Agreements - Novartis (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Aug. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Collaborative Agreements disclosures | |||||||
Revenue from contract with customer | $ 15,375 | $ 9,210 | $ 67,615 | $ 41,864 | |||
Deferred revenue | 53,811 | 106,005 | 53,811 | 106,005 | $ 92,068 | $ 110,109 | |
License and milestone fees | |||||||
Collaborative Agreements disclosures | |||||||
Revenue from contract with customer | 7,382 | $ 2,677 | 45,247 | $ 3,086 | |||
Novartis | |||||||
Collaborative Agreements disclosures | |||||||
Deferred revenue | 2,800 | 2,800 | $ 2,800 | ||||
Novartis | License and milestone fees | |||||||
Collaborative Agreements disclosures | |||||||
Revenue from contract with customer | 2,800 | ||||||
Novartis | Milestone payments plus royalties on the commercial sales | |||||||
Collaborative Agreements disclosures | |||||||
Revenue from contract with customer | 5,000 | ||||||
Novartis | Future Technological Improvements | |||||||
Collaborative Agreements disclosures | |||||||
Deferred revenue | 800 | 800 | |||||
Maximum | Novartis | Milestone payments plus royalties on the commercial sales | |||||||
Collaborative Agreements disclosures | |||||||
Potential milestone payment | $ 199,500 | $ 199,500 |
Liability Related to Sale of _3
Liability Related to Sale of Future Royalties (Details) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended | |
Jan. 31, 2019 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2015 | |
Liability Related to Sale of Future Royalties | ||||
Non-cash royalty revenue related to the sale of future royalties | $ 9,027 | $ 35,035 | ||
KADCYLA | ||||
Liability Related to Sale of Future Royalties | ||||
Percentage of royalty payments if applicable threshold is met | 85% | |||
IRH | KADCYLA | ||||
Liability Related to Sale of Future Royalties | ||||
Percentage of royalty payments | 100% | |||
Percentage of royalty payments if applicable threshold is met | 15% | |||
Transaction costs for royalty agreements | $ 5,900 | |||
Change in liability related to sale of future royalties | ||||
Liability related to sale of future royalties, net - beginning balance | 41,044 | |||
Proceeds from sale of future royalties, net | 200,000 | 200,000 | ||
Royalty payments received and paid | (9,690) | |||
Non-cash interest expense recognized | 3,194 | |||
Liability related to sale of future royalties, net - ending balance | $ 34,548 | |||
Effective annual interest rate | 10.50% | |||
Current effective interest rate | 8.7 | |||
IRH | KADCYLA | Maximum | ||||
Liability Related to Sale of Future Royalties | ||||
Royalties threshold | 260,000 | |||
IRH | KADCYLA | Minimum | ||||
Liability Related to Sale of Future Royalties | ||||
Royalties threshold | $ 235,000 | |||
OMERS | KADCYLA | ||||
Liability Related to Sale of Future Royalties | ||||
Percentage of royalty payments | 100% | |||
Non-cash royalty revenue related to the sale of future royalties | $ 65,200 | 3,700 | ||
Contingent broker fees | 1,500 | |||
Net proceeds from sale of residual rights to receive royalty payments | $ 65,200 | $ 12,500 | ||
Roche | ||||
Liability Related to Sale of Future Royalties | ||||
Period in arrears to receive royalty reports and payments related to sales of Kadcyla | 3 months | |||
Roche | KADCYLA | ||||
Liability Related to Sale of Future Royalties | ||||
Non-cash royalty revenue related to the sale of future royalties | $ 21,500 | $ 38,800 |
Income Taxes (Details)
Income Taxes (Details) | 9 Months Ended |
Sep. 30, 2022 | |
Effect of Tax Cuts and Jobs Act of 2017 1 [Abstract] | |
Capitalize Research And Development Expenses, Amortization Period | 5 years |
Capitalize Research And Experimentation Expenses, Amortization Period | 15 years |
Capital Stock (Details)
Capital Stock (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 9 Months Ended | |||
Aug. 11, 2021 USD ($) $ / shares shares | Dec. 09, 2016 | Dec. 31, 2021 USD ($) $ / shares shares | Sep. 30, 2022 USD ($) shares | Sep. 30, 2021 USD ($) shares | |
Stock-based compensation disclosure | |||||
Proceeds from issuance of common stock under stock plans | $ | $ 1,480 | $ 2,032 | |||
Exercise price | $ / shares | $ 6.60 | ||||
Warrant exercise price | $ / shares | 0.01 | ||||
Pre-Funded Warrants | |||||
Stock-based compensation disclosure | |||||
Exercise price | $ / shares | $ 6.59 | ||||
Threshold percentage of common stock owned that limits the number of warrants exercised | 9.99 | ||||
Maximum percentage upon at least 61 days prior notice from the investor to the Company | 19.99 | ||||
RA Capital Healthcare Fund, L.P. | Pre-Funded Warrants | |||||
Stock-based compensation disclosure | |||||
Pre-Funded warrants issued to purchase shares | shares | 16,000,000 | ||||
Redmile Group LLC | Pre-Funded Warrants | |||||
Stock-based compensation disclosure | |||||
Pre-Funded warrants issued to purchase shares | shares | 11,363,636 | ||||
Stock options | |||||
Stock-based compensation disclosure | |||||
Stock options granted to directors (in shares) | shares | 11,290,000 | ||||
Securities Purchase Agreement | Pre-Funded Warrants | |||||
Stock-based compensation disclosure | |||||
Proceeds from issuance of common stock under stock plans | $ | $ 169,300 | ||||
Securities Purchase Agreement | RA Capital Healthcare Fund, L.P. | Pre-Funded Warrants | |||||
Stock-based compensation disclosure | |||||
Pre-Funded warrants issued to purchase shares | shares | 5,434,782 | ||||
Exercise price | $ / shares | $ 5.51 | ||||
Warrant exercise price | $ / shares | $ 0.01 | ||||
Aggregate gross proceeds | $ | $ 29,700 | ||||
Compensation Policy for Non-Employee Directors | Stock options | |||||
Stock-based compensation disclosure | |||||
Stock options granted to directors (in shares) | shares | 322,000 | 352,000 | |||
Non-employee directors-initial grant | Deferred share units | |||||
Stock-based compensation disclosure | |||||
Vesting period | 3 years | ||||
Non-employee directors-first anniversary | Deferred share units | |||||
Stock-based compensation disclosure | |||||
Vesting period | 1 year |
Leases (Details)
Leases (Details) $ in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended | |
Jun. 30, 2022 USD ($) | Sep. 30, 2022 USD ($) ft² lease | Sep. 30, 2021 USD ($) | Dec. 31, 2020 ft² lease | |
Lessee, Lease, Description [Line Items] | ||||
Number of real estate leases | lease | 1 | |||
Leasehold impairment charge | $ 0 | |||
Sublease income | 2,400 | $ 3,700 | ||
Sub Lessee Lease Incentive Payable | $ 3,500 | 3,500 | ||
Payment of Sub Lessee Lease Incentive | $ 1,800 | |||
Sublease Minimum Future Rental Payment, Receivable Forgiven | $ 2,100 | |||
830 Winter Street, Waltham, MA | ||||
Lessee, Lease, Description [Line Items] | ||||
Area of space leased | ft² | 120,000 | |||
Number of executed sub-lease spaces | lease | 4 | |||
Area of executed sublease space | ft² | 65,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Collaborations and Manufacturing Commitments | ||||
Research and development | $ 59,181 | $ 33,147 | $ 154,885 | $ 102,149 |
Research Collaboration Agreement | ||||
Collaborations and Manufacturing Commitments | ||||
Manufacturing commitment | 2,800 | $ 2,800 | ||
Term of agreement | 3 years | |||
Non refundable upfront amount | $ 7,500 | |||
Agreement termination notice period | 90 days | |||
Research and development | $ 600 | |||
In-process and future manufacturing of antibody, drug substance, and cytotoxic agents | ||||
Collaborations and Manufacturing Commitments | ||||
Noncancelable obligations under several agreements | 14,600 | $ 14,600 | ||
Minimum | ||||
Collaborations and Manufacturing Commitments | ||||
Manufacturing commitment | $ 40,600 | $ 40,600 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Related Party Transactions [Abstract] | |
Payments to related party | $ 3.9 |