You should read the following discussion and analysis of our financial condition
and results of operations together with (1) our condensed consolidated financial
statements and the related notes and other financial information included
elsewhere in this Quarterly Report on Form 10-Q and (2) the audited consolidated
financial statements and the related notes and management's discussion and
analysis of financial condition and results of operations for the fiscal year
ended December 31, 2021 included in our Annual Report on Form 10-K, filed with
the Securities and Exchange Commission, or SEC, on March 31, 2022, which we
refer to as the 2021 10-K.
Overview
We are a clinical-stage microbiome therapeutics company leveraging our
Human-First Discovery platform to develop a novel class of orally administered
biological drugs. The microbiome consists of trillions of microbes that live
symbiotically in and on every human and are essential to our health. When key
microbes are lost, the resulting dysbiosis can increase susceptibility to immune
disorders, infections, neurological conditions, cancer and other serious
diseases. We are developing novel therapeutics designed to deliver missing
microbes and their clinically relevant biochemical functions to correct
dysbiosis and the diseases that emerge from it. Our Human-First Discovery
platform uses reverse translation to identify diseases of dysbiosis and to
design microbiome therapeutics that address them. We believe that our
differentiated platform and pipeline and the broad therapeutic potential of this
new field of medicine position us to transform care for a wide range of unmet
medical needs.
Our lead product candidate, CP101, is an orally administered complete microbiome
therapeutic in development for the prevention of recurrent Clostridioides
difficile infection, or CDI. In June 2020, we reported positive topline data
from our Phase 2 placebo-controlled clinical trial of CP101 for the prevention
of recurrent CDI, which we refer to as the PRISM3 trial, and in November 2021,
we reported positive topline data from our open-label, Phase 2 clinical trial of
CP101 for the prevention of recurrent CDI, which we refer to as the PRISM-EXT
trial. In October 2022, we proceeded with patient dosing in our Phase 3 clinical
trial, which we refer to as the PRISM4 trial, which is designed to serve as our
second pivotal trial of CP101 for the prevention of recurrent CDI. We anticipate
that topline data from PRISM4 will be available in the first half of 2024. In an
effort to accelerate our timeline to topline PRISM4 data and conserve capital,
we are evaluating possible modifications to PRISM4 for future discussion with
the FDA, such as a reduction in the size of the randomized portion of the trial,
an approach that may be informed in part by regulatory insights from a recent
FDA advisory committee meeting for an enema-based microbiome product candidate.
We also expect to allow direct entry into the open-label portion of PRISM4
following completion of enrollment in the randomized portion of the trial in
order to help satisfy the FDA's requirements regarding the safety database for
CP101.
Following a recent strategic review of our pipeline, we have decided to suspend
efforts to initiate a Phase 1 clinical trial of FIN-211 in autism spectrum
disorder, or ASD. We are exploring strategic options to advance our ASD program,
including opportunities to leverage clinical data generated by ongoing
third-party studies.
Effective November 17, 2022, our collaboration agreement with Takeda
Pharmaceutical Company Limited will terminate. Upon termination of the
collaboration agreement, we will regain full rights to develop and commercialize
FIN-524 and FIN-525, our targeted microbiome product candidates for the
treatment of ulcerative colitis and Crohn's disease, respectively, and any other
microbiome product candidates for the treatment of inflammatory bowel disease.
We are currently exploring opportunities to advance the development of FIN-524
and FIN-525 through strategic partnerships.
Since our inception, we have focused primarily on developing and progressing our
product candidates through clinical development, organizing and staffing our
company, research and development activities, establishing and protecting our
intellectual property portfolio, including for our Human-First Discovery
platform, and raising capital. We do not have any product candidates approved
for sale and have not generated any revenue from product sales. Since our
inception, we have funded our operations primarily with proceeds from our
initial public offering, or the IPO, the sale of convertible preferred stock,
our loan agreement with Hercules Capital and from collaboration revenue.
We will not generate any revenue from product sales unless and until we
successfully complete clinical development and obtain regulatory approval for
one or more of our product candidates. If we obtain regulatory approval for any
of our product candidates, we expect to incur significant expenses related to
developing our internal commercialization capability to support product sales,
marketing and distribution.
As a result, we will need substantial additional funding to support our
operating activities as we advance our product candidates through clinical
development, seek regulatory approval and prepare for and, if any of our product
candidates are approved, proceed to
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commercialization. Until such time, if ever, that we can generate substantial
product revenue, we expect to finance our cash needs through equity offerings,
debt financings or other capital sources, including collaborations, licenses or
similar arrangements. However, we may be unable to raise additional funds or
enter into such other arrangements when needed or on favorable terms, if at all.
If we are unable to obtain additional funding, we will be forced to delay,
reduce or eliminate our research and development efforts, product portfolio
expansion or commercialization efforts, which could adversely affect our
business prospects, or we may be unable to continue operations. Although we
continue to pursue these plans, there is no assurance that we will be successful
in obtaining sufficient funding on terms acceptable to us to fund continuing
operations, if at all.
We believe that our existing cash and cash equivalents of $85.3 million as of
September 30, 2022, together with anticipated cash inflows from executed
subleases for one of the Company's office and lab facilities, will fund our
operations into the second quarter of 2024. We have based this estimate on
assumptions that may prove to be wrong, and we could exhaust our available
capital resources sooner than we expect. See "-Liquidity and Capital Resources."
COVID-19 Business Update
We continue to closely monitor the COVID-19 pandemic as we evolve our business
continuity plans, clinical development plans and response strategy. The extent
of the impact of the COVID-19 pandemic, including variants of COVID-19, on our
business, operations and clinical development timelines and plans remains
uncertain, and will depend on certain developments, including the duration and
spread of the outbreak and its impact on our clinical trial enrollment, trial
sites, contract research organizations, or CROs, contract manufacturing
organizations, and other third parties with whom we do business, as well as
regulatory authorities and our key scientific and management personnel.
Components of Our Results of Operations
Revenue
We have no products approved for commercial sale. We have not generated any
revenue from product sales and do not expect to generate any revenue from the
sale of licensed products for the foreseeable future. Our revenue to date has
been generated primarily through collaboration and license agreements. We
recognize revenue over our expected performance period under each agreement. We
expect that our revenue for the next several years will be derived primarily
from collaboration agreements that we may enter into in the future, and any
collaboration revenue we generate will fluctuate from period to period as a
result of the timing and amount of milestones and other payments. Additionally,
we will continue to earn royalties under our Asset Purchase Agreement, dated as
of November 19, 2020, or the OpenBiome Agreement, with Microbiome Health
Research Institute, Inc., doing business as OpenBiome, or OpenBiome, based on
sales of fecal microbiota transplantation, or FMT, materials, which we receive
as reimbursement for the payment of third-party license fees.
Collaboration and License Agreement with Takeda
In January 2017, we entered into a research collaboration and exclusive license
agreement, or as amended and restated, the Takeda Agreement, with Takeda,
pursuant to which we granted Takeda a worldwide, exclusive license, with the
right to grant sublicenses, under our rights in certain patents, patent
applications and know-how to develop, have developed, manufacture, have
manufactured, make, have made, use, have used, offer for sale, sell, have sold,
commercialize, have commercialized and import our microbiome therapeutic
candidate FIN-524, for the prevention, diagnosis, theragnosis or treatment of
diseases in humans. We subsequently amended and restated the Takeda Agreement in
October 2019 to provide a similar worldwide, exclusive license to a second
microbiome therapeutic candidate, FIN-525. We amended the Takeda Agreement in
August 2021 to transition primary responsibility for further development and
manufacturing activities with respect to FIN-524 from us to Takeda in accordance
with a transition plan, and Takeda would assume sole responsibility for
regulatory matters with respect to FIN-524. In November 2021, we amended the
Takeda Agreement to enable us to carry out certain FIN-525 preliminary
evaluation activities.
In August 2022, we received written notice from Takeda that, following a review
of its pipeline, Takeda had elected to exercise its right to terminate the
Takeda Agreement, including the associated amendments. In accordance with the
terms of the Takeda Agreement, the termination will be effective on November 17,
2022, or the Termination Effective Date. Pursuant to a further amendment to the
Takeda Agreement, dated October 19, 2022, we are in the process of winding down
and transitioning activities under the Takeda Agreement. As of the Termination
Effective Date, the license rights granted to Takeda will terminate and Takeda
will cease to accrue any financial obligations to us. We will be entitled to
pursue FIN-524 and FIN-525, and any other microbiome product candidates for
inflammatory bowel disease, in all fields worldwide. Revenue earned to date
under the Takeda Agreement is
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recognized as our research and development services are provided and is recorded
as collaboration revenue on our condensed consolidated statement of operations.
In connection with entry into the Takeda Agreement, we received a one-time,
upfront payment from Takeda in the amount of $10.0 million. Additionally, we
have received an aggregate of $4.0 million in additional payments upon the
achievement of certain development milestones for FIN-524 therapeutic products.
Upon the Termination Effective Date, we will no longer be eligible to receive
future milestones under the Takeda Agreement.
Agreements with OpenBiome
We have historically collaborated with OpenBiome under several agreements
related to, among other things, the license of various technology and
intellectual property rights, and the supply of certain materials, as further
described below.
On November 19, 2020, we entered into the LMIC License Agreement, or the LMIC
Agreement, with OpenBiome, pursuant to which we granted OpenBiome a
non-exclusive royalty-bearing license, with the right to grant sublicenses,
under certain patents, patent applications, and know-how that are reasonably
necessary or useful for the exploitation of products manufactured directly from
stool from a stool donor source without the use of culturing or replication, or
certain natural products. The license granted to OpenBiome excludes a license
under our intellectual property to exploit a lyophilized natural product (such
as CP101) where processed stool is lyophilized. The only consideration provided
to us under the LMIC Agreement is in the form of future royalties on net sales
of these products, which are not currently commercially viable. We are entitled
to receive tiered royalties on net sales of certain products, ranging from
mid-single digit to low second decile digits on a product-by-product and
country-by-country basis. We did not recognize any revenue related to the LMIC
Agreement for the three and nine months ended September 30, 2022 and 2021, as
there are currently no products available for sale.
Also on November 19, 2020, we entered into the OpenBiome Agreement. The
OpenBiome Agreement effectively terminated certain existing agreements with
OpenBiome and internalized certain functions for which we previously relied on
OpenBiome. Pursuant to the OpenBiome Agreement, we acquired certain biological
samples and obtained a license to certain OpenBiome technology, and, upon
closing of the transaction, which occurred on March 1, 2021, we acquired certain
additional assets, including biological samples, a commercial lease,
intellectual property, capital equipment and contracts. As of September 30,
2022, we have made payments of $5.0 million to OpenBiome related to the
OpenBiome Agreement, which is the full amount agreed upon. We are also required
to pay certain milestones up to $26.0 million upon the occurrence of certain
research and development events, regulatory approvals, and commercial sales, and
low single digit royalties on net sales of products on a product-by-product and
country-by-country basis, as well as a mid-single digit royalties on
sublicensing revenue related to such products.
Operating Expenses
Research and Development Expenses
Research and development expenses consist primarily of costs incurred for our
research activities, including our discovery efforts and the development of our
product candidates. We expense research and development costs as incurred, which
include:
•
salaries, benefits and other related costs, including stock-based compensation
expense, for personnel engaged in research and development functions;
•
upfront, milestone and maintenance fees incurred under license, acquisition and
other third-party agreements;
•
costs of laboratory supplies and acquiring, developing and manufacturing study
materials;
•
facility-related expenses, which include direct depreciation costs and allocated
expenses for rent and maintenance of facilities and other operating costs; and
•
costs of outside consultants, including their fees and related travel expenses
engaged in research and development functions.
Costs for external development activities are recognized based on an evaluation
of the progress to completion of specific tasks using information provided to us
by our vendors. Payments for these activities are based on the terms of the
individual agreements, which may differ from the pattern of costs incurred, and
are reflected in our condensed consolidated financial statements as prepaid or
accrued research and development expenses. Nonrefundable advance payments for
goods or services to be received in the future for
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use in research and development activities are recorded as prepaid expenses and
expensed as the related goods are delivered or the services are performed. We do
not allocate certain employee-related costs, external costs directly related to
our Human First Discovery platform, and other indirect costs to specific
research and development programs because these costs are deployed across
multiple product programs under development and, as such, are classified as
costs of our platform research.
Research and development activities are central to our business model. We expect
that our research and development expenses will decrease in the foreseeable
future due to our reduced headcount and our decision to suspend our hepatitis B,
or HBV program, announced on March 31, 2022, and our subsequent decision,
announced on September 1, 2022, to suspend our Phase 1 clinical trial in ASD.
Our research and development expenses are primarily focused on supporting
clinical trials for CP101, and have the potential to increase in the future as
we may advance our efforts to discover and develop additional product
candidates. If any of our product candidates enter into later stages of clinical
development, they will generally have higher development costs than those in
earlier stages of clinical development, primarily due to the increased size and
duration of later-stage clinical trials. There are numerous factors associated
with the successful commercialization of any product candidates we may develop
in the future, including future trial design and various regulatory
requirements, many of which cannot be determined with accuracy at this time
based on our stage of development. Additionally, future commercial and
regulatory factors beyond our control will impact our clinical development
program and plans.
General and Administrative Expenses
General and administrative expenses consist primarily of salaries and other
related costs, including stock-based compensation, for personnel in our
executive, finance, corporate and business development and administrative
functions. General and administrative expenses also include professional fees
for legal, patent, accounting, auditing, tax and consulting services, travel
expenses and facility-related expenses, which include direct depreciation costs
and allocated expenses for rent and maintenance of facilities and other
operating costs.
We expect that our general and administrative expenses will decrease in the
foreseeable future due to headcount reductions as we have optimized operations
to support our continued research and development and potential
commercialization of CP101. We expect to continue to incur increased expenses
associated with being a public company, including costs of accounting, audit,
legal, regulatory and tax compliance services, director and officer insurance
costs, and investor and public relations costs.
Impairment of Goodwill
Goodwill and IPR&D are evaluated for impairment annually on October 1, or more
frequently if events or changes in circumstances indicate that the asset might
be impaired. Factors we consider important, on an overall company basis, that
could trigger an impairment review include significant underperformance relative
to historical or projected future operating results, significant changes in our
use of the acquired asset or the strategy for its overall business, significant
negative industry or economic trends, a significant decline in the Company's
stock price for a sustained period, or a reduction of its market capitalization
relative to net book value.
To conduct impairment tests of goodwill, the fair value of the Company's single
reporting unit is compared to its carrying value. If the reporting unit's
carrying value exceeds its fair value, the Company records an impairment loss to
the extent that the carrying value of goodwill exceeds its fair value.
Restructuring Expense
Restructuring expense consists of costs directly incurred as a result of
restructuring initiatives, and includes one-time severance payments, healthcare
coverage, outplacement services and related expenses.
Total Other Income (Expense), Net
Other Income (Expense), Net
Other income (expense), net consists of sublease income as well as realized
gains and losses on foreign exchange.
Interest Income (Expense)
Interest income primarily consists of interest earned on our cash and cash
equivalents. Interest expense consists primarily of interest on borrowings under
our Loan Agreement with Hercules Capital, Inc., or the Loan Agreement.
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Results of Operations
Comparison of the Three Months Ended September 30, 2022 and 2021
The following table summarizes our results of operations for the three months
ended September 30, 2022 and 2021 (in thousands):
THREE MONTHS ENDED
SEPTEMBER 30,
2022 2021
REVENUE:
Collaboration revenue $ 138 $ 11,343
Total revenue 138 11,343
OPERATING EXPENSES:
Research and development (11,859 ) (15,537 )
General and administrative (9,584 ) (5,739 )
Impairment of goodwill (18,057 ) -
Restructuring expense (1,270 ) -
Total operating expenses (40,770 ) (21,276 )
Net operating loss (40,632 ) (9,933 )
OTHER INCOME (EXPENSE):
Interest income, net 45 8
Other income (expense), net 216 (30 )
Total other income (expense) 261 (22 )
Net loss $ (40,371 ) $ (9,955 )
Revenue
Revenue of $0.1 million and $11.3 million for the three months ended September
30, 2022 and 2021, respectively, primarily consisted of collaboration revenue
earned under the Takeda Agreement. Our collaboration revenue decreased by $11.2
million in the three months ended September 30, 2022 compared to the three
months ended September 30, 2021 due to changes under our collaboration agreement
with Takeda, including Takeda's election in August 2022 to terminate the
agreement, with an effective termination date of November 17, 2022. We are
currently winding down and transitioning activities under the agreement, and
upon termination, we will be entitled to pursue FIN-524 and FIN-525, and any
other microbiome product candidates for inflammatory bowel disease, in all
fields worldwide.
Research and Development Expenses
The following table summarizes our research and development expenses for the
three months ended September 30, 2022 and 2021 (in thousands):
THREE MONTHS ENDED SEPTEMBER 30,
Increase
2022 2021 (Decrease)
CDI $ 3,661 $ 5,491 $ (1,830 )
Inflammatory Bowel Diseases (IBD) 124 596 (472 )
Autism Spectrum Disorder (ASD) 1,273 1,505 (232 )
Hepatitis B (HBV) (36 ) 912 (948 )
Platform 5,735 6,131 (396 )
Unallocated 1,102 902 200
$ 11,859 $ 15,537 $ (3,678 )
Research and development expenses for the three months ended September 30, 2022
were $11.9 million, compared to $15.5 million for the three months ended
September 30, 2021. The decrease in expenses for the three months ended
September 30, 2022 compared to the three months ended September 30, 2021 was
driven by a $1.8 million decrease in expenses related to our CP101 program,
primarily due to a decrease in external clinical research organization costs. In
addition, there was a decrease of a $0.9 million in our HBV program expenses and
a decrease of $0.2 million in our ASD program expenses due to our decision to
suspend our HBV program, announced on March 31, 2022, and our subsequent
decision, announced on September 1, 2022, to suspend our Phase 1
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clinical trial in ASD. In addition, there was a decrease in platform-related
costs of $0.4 million and a decrease of $0.5 million in IBD program expenses due
to the termination of our collaboration agreement with Takeda, which will be
completed in the fourth quarter of 2022.
General and Administrative Expenses
The following table summarizes our general and administrative expenses for the
three months ended September 30, 2022 and 2021 (in thousands):
THREE MONTHS ENDED SEPTEMBER 30,
Increase
2022 2021 (Decrease)
Personnel expenses (including stock-based
compensation) $ 2,601 $ 3,276 $ (675 )
Facilities and supplies 1,395 83 1,312
Professional fees 3,964 992 2,972
Other expenses 1,624 1,388 236
$ 9,584 $ 5,739 $ 3,845
General and administrative expenses were $9.6 million for the three months ended
September 30, 2022, compared to $5.7 million for the three months ended
September 30, 2021. The increase of $3.8 million for the three months ended
September 30, 2022 was primarily due to a $3.0 million increase in professional
fees, a $1.3 million increase in facilities and supplies, and a $0.2 million
increase in other expenses. The increase in professional fees was primarily
related to $2.8 million increase in legal expenses, in addition to a $0.3
million increase in consulting costs, partially offset by a $0.2 million
decrease in audit and tax related expenses. This increase was further offset by
a $0.7 million decrease in personnel expenses comprised of a $1.1 million
decrease in employee-related costs and a $0.4 million increase in stock-based
compensation expense.
Other Income (Expense), Net
Total other income, net for the three months ended September 30, 2022 was $0.3
million, compared to expense of approximately $22,000 for the three months ended
September 30, 2021. Other income increased by $0.3 million due to sublease
income earned during the three months ended September 30, 2022.
Impairment of Goodwill
For the three months ended September 30, 2022, we recognized a goodwill
impairment charge of $18.1 million, as the fair value of the Company's reporting
unit was determined to be less than its carrying value, primarily due to a
sustained decline in market conditions which drove our market capitalization
below our net book value. As part of this assessment, we also performed a
valuation of our CP101 IPR&D asset which resulted in no impairment, as the fair
value of the asset exceeded the carrying value as of September 30, 2022. No
impairment charge to goodwill or IPR&D was recognized for the three months ended
September 30, 2021.
Restructuring Expense
Restructuring expense for the three months ended September 30, 2022 was $1.3
million, compared to zero for the three months ended September 30, 2021. The
increase is due to the costs associated with the implementation of certain
expense reduction measures in September 2022. Refer to Note 8 within the
condensed consolidated financial statements for further information.
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Comparison of the Nine Months Ended September 30, 2022 and 2021
The following table summarizes our results of operations for the nine months
ended September 30, 2022 and 2021 (in thousands):
NINE MONTHS ENDED
SEPTEMBER 30,
2022 2021
REVENUE:
Collaboration revenue $ 853 $ 17,726
Total revenue 853 17,726
OPERATING EXPENSES:
Research and development (41,312 ) (42,476 )
General and administrative (27,152 ) (16,173 )
Impairment of goodwill (18,057 ) -
Restructuring expense (2,173 ) -
Total operating expenses (88,694 ) (58,649 )
Net operating loss (87,841 ) (40,923 )
OTHER INCOME (EXPENSE), NET:
Gain on extinguishment of PPP Loan - 1,827
Interest (expense) income, net (7 ) 14
(Loss) gain on disposal of fixed assets, net (6 ) 28
Other income (expense), net 216 (51 )
Total other income, net 203 1,818
Net loss $ (87,638 ) $ (39,105 )
Revenue of $0.9 million and $17.7 million for the nine months ended September
30, 2022 and 2021, respectively, primarily consisted of collaboration revenue
earned under the Takeda Agreement. Our collaboration revenue decreased by $16.9
million in the nine months ended September 30, 2022 compared to the nine months
ended September 30, 2021 due to changes under our collaboration agreement with
Takeda, including Takeda's election in August 2022 to terminate the agreement,
with an effective termination date of November 17, 2022. We are currently
winding down and transitioning activities under the agreement, and upon
termination, we will be entitled to pursue FIN-524 and FIN-525, and any other
microbiome product candidates for inflammatory bowel disease, in all fields
worldwide.
Research and Development Expenses
The following table summarizes our research and development expenses for the
nine months ended September 30, 2022 and 2021 (in thousands):
NINE MONTHS ENDED SEPTEMBER 30,
Increase
2022 2021 (Decrease)
CDI $ 11,257 $ 13,525 $ (2,268 )
Inflammatory Bowel Diseases (IBD) 1,014 5,498 (4,484 )
Autism Spectrum Disorder (ASD) 4,548 4,735 (187 )
Hepatitis B (HBV) 259 2,364 (2,105 )
Platform 20,881 14,596 6,285
Unallocated 3,353 1,758 1,595
$ 41,312 $ 42,476 $ (1,164 )
Research and development expenses for the nine months ended September 30, 2022
were $41.3 million compared to $42.5 million for the nine months ended September
30, 2021. The decrease of $1.2 million for the nine months ended September 30,
2022 included a $4.5 million decrease in IBD program expenses due to the
termination of our collaboration agreement with Takeda, which will be completed
in the fourth quarter of 2022. Additionally, there was a $2.3 million decrease
in costs related to our CDI program, primarily due to a decrease in external
clinical research organization costs. Program expenses related to HBV decreased
by $2.1 million, while
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costs related to our ASD program decreased by $0.2 million in connection with
our decision to suspend our HBV program, announced on March 31, 2022, and our
subsequent decision, announced on September 1, 2022, to suspend our Phase 1
clinical trial in ASD.
The decrease in research and development expenses was offset by a $6.3 million
increase in our platform-related costs, primarily driven by a $4.1 million
increase in manufacturing-related expenses, a $2.3 million increase in personnel
expenses, and a $0.5 million increase in consulting costs, partially offset by a
$0.7 million decrease in external costs. Additionally, unallocated costs
increased by $1.6 million, driven by an increase in stock-based compensation
expense.
General and Administrative Expenses
The following table summarizes our general and administrative expenses for the
nine months ended September 30, 2022 and 2021 (in thousands):
NINE MONTHS ENDED SEPTEMBER 30,
2022 2021 Increase
Personnel expenses (including stock-based
compensation) $ 9,492 $ 8,633 $ 859
Facilities and supplies 2,056 200 1,856
Professional fees 10,250 4,300 5,950
Other expenses 5,354 3,040 2,314
$ 27,152 $ 16,173 $ 10,979
General and administrative expenses were $27.2 million for the nine months ended
September 30, 2022 compared to $16.2 million for the nine months ended September
30, 2021. The increase of $11.0 million for the nine months ended September 30,
2022 was due to a $6.0 million increase in professional fees, a $2.3 million
increase in other expenses, a $1.9 million increase in facilities and supplies,
and a $0.9 million increase in personnel expenses. The increase in professional
fees was primarily related to $7.2 million increase in legal expenses, partially
offset by a $0.7 million decrease in consulting expenses and a $0.6 million
decrease in audit and tax services. The increase in other expenses was primarily
related to an increase of $1.2 million in business insurance and $0.9 million in
state excise taxes.
Other Income (Expense), Net
Total other income, net for the nine months ended September 30, 2022 was $0.2
million, compared to $1.8 million for the nine months ended September 30, 2021.
The decrease of $1.6 million for the nine months ended September 30, 2022 was
primarily due to the forgiveness of the PPP Loan of $1.8 million in May 2021,
offset by sublease income of $0.2 million earned during the nine months ended
September 30, 2022.
Impairment of Goodwill
For the nine months ended September 30, 2022, we recognized a goodwill
impairment charge of $18.1 million, as the fair value of the Company's reporting
unit was determined to be less than its carrying value, primarily due to a
sustained decline in market conditions which drove our market capitalization
below our net book value. As part of this assessment, we also performed a
valuation of our CP101 IPR&D asset which resulted in no impairment, as the fair
value of the asset exceeded the carrying value as of September 30, 2022. No
impairment charge to goodwill or IPR&D was recognized for the nine months ended
September 30, 2021.
Restructuring Expense
Restructuring expense for the nine months ended September 30, 2022 was $2.2
million, compared to zero for the nine months ended September 30, 2021. The
increase is due to the costs associated with the implementation of certain
expense reduction measures in both April and September 2022. Refer to Note 8
within the condensed consolidated financial statements for further information.
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Liquidity and Capital Resources
Sources of Liquidity
Since our inception, we have not recognized any product revenue and have
incurred operating losses and negative cash flows from our operations. We have
not yet commercialized any product and we do not expect to generate revenue from
sales of any products for several years, if at all. We have funded our
operations primarily through equity financings, the Loan Agreement, and from
collaboration revenue. We have raised an aggregate of approximately $177.0
million from the sale of convertible preferred stock and $14.0 million in
collaboration revenue from the upfront payment and milestone payments received
under our collaboration agreement with Takeda. In May 2022, we borrowed $15.0
million under the Loan Agreement. In March 2021, we completed our IPO whereby we
sold an aggregate of 7,500,000 shares of our common stock. In April 2021, we
sold an additional 192,877 shares of our common stock, pursuant to the
underwriters' partial exercise of their overallotment option, at a public
offering price of $17.00 per share, for aggregate gross proceeds of $3.3
million. In aggregate, we received approximately $118.8 million in net proceeds
related to our IPO after deducting $9.2 million of underwriting discounts and
commissions and $2.9 million of offering expenses.
Cash Flows
The following table summarizes our cash flows for the nine months ended
September 30, 2022 and 2021 (in thousands):
NINE MONTHS ENDED
SEPTEMBER 30,
2022 2021
Net cash used in operating activities $ (60,579 ) $ (53,346 )
Net cash used in investing activities (2,131 ) (13,919 )
Net cash provided by financing activities 14,821 119,040
Net (decrease) increase in cash and cash equivalents,
and restricted cash $ (47,889 ) $ 51,775
Operating Activities
During the nine months ended September 30, 2022, cash used in operating
activities was $60.6 million. This cash outflow was primarily related to our net
loss of $87.6 million in addition to a net decrease in our operating assets and
liabilities of $3.2 million. The cash outflow reflected an $18.1 million
goodwill impairment charge, $6.1 million in stock-based compensation expense,
$4.1 million in non-cash depreciation and amortization, and $1.9 million in
other non-cash operating lease cost. The net decrease in our operating assets
and liabilities of $3.2 million included a $4.5 million decrease in prepaid
expenses and other current assets and a $2.3 million decrease in accounts
payable. Additionally, there was a $2.3 million increase in operating lease
liabilities, a $0.7 million increase in other non-current assets, a $0.5 million
increase in accounts receivable, and a $0.2 million increase in accrued expenses
and other current liabilities.
During the nine months ended September 30, 2021, cash used in operating
activities was $53.3 million. This cash outflow was primarily related to our net
loss of $39.1 million and reflected $2.8 million in stock-based compensation
expense and $1.6 million in non-cash depreciation and amortization. The outflow
was also impacted by a net decrease in our operating assets and liabilities of
$16.8 million. The net decrease includes a $13.6 million decrease in deferred
revenue, a $3.8 million decrease in other non-current assets, a $1.4 million
decrease in accounts receivable, and a $1.3 million decrease in accounts
payable. This was offset by a $2.8 million increase in accrued expenses and
other current liabilities.
Investing Activities
During the nine months ended September 30, 2022 and 2021, we used $2.1 million
and $13.9 million, respectively, of cash in investing activities. The $2.1
million used during the nine months ended September 30, 2022 was due to
purchases of property and equipment. The $13.9 million used during the nine
months ended September 30, 2021 due to $8.8 million in leasehold improvements,
$3.7 million in software purchases, and $1.5 million in purchases of lab
equipment.
Financing Activities
During the nine months ended September 30, 2022, net cash provided by financing
activities of $14.8 million was due to proceeds from borrowings under the Loan
Agreement in addition to the exercise of company stock options offset by
principal payments on finance lease obligations and payments of debt issuance
costs.
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During the nine months ended September 30, 2021, net cash provided by financing
activities was $119.0 million, primarily related to $118.6 million of proceeds
received from the IPO, net of underwriting discounts and commissions and $3.0
million of proceeds from the underwriters' exercise of their overallotment
option, net of underwriting discounts and commissions. The proceeds are
partially offset by $2.7 million of payments of issuance costs related to the
IPO.
Funding Requirements
As of September 30, 2022, our cash and cash equivalents were $85.3 million. We
believe that our existing cash and cash equivalents, together with anticipated
cash inflows from executed subleases for one of the Company's office and lab
facilities, will fund our operations into the second quarter of 2024. We have
based this estimate on assumptions that may prove to be wrong, and we could
expend our capital resources sooner than we expect.
Since our inception, we have incurred significant operating losses. Our net
losses were $87.6 million and $39.1 million for the nine months ended September
30, 2022 and 2021, respectively. As of September 30, 2022, we had an accumulated
deficit of $248.6 million. We expect our expenses to increase substantially in
connection with our ongoing activities, particularly as we advance the
preclinical activities and clinical trials of our product candidates. We expect
that our expenses will increase substantially if and as we:
•
continue the research and development of our product candidates;
•
initiate and conduct clinical trials for, or additional preclinical development
of, our product candidates;
•
further develop and refine the manufacturing process for our product candidates;
•
change or add manufacturers or suppliers of product candidate materials;
•
seek regulatory and marketing authorizations for any of our product candidates
that successfully complete development;
•
seek to identify and validate additional product candidates;
•
acquire or license other product candidates, technologies or biological
materials;
•
make milestone, royalty or other payments under any current or future license
agreements;
•
obtain, maintain, protect and enforce our intellectual property portfolio;
•
seek to attract and retain new and existing skilled personnel;
•
incur lease expenses in connection with the expansion of our corporate
headquarters;
•
create additional infrastructure to support our operations and incur increased
legal, accounting, investor relations and other expenses; and
•
experience delays or encounter issues with any of the above.
Material Cash Requirements
During the nine months ended September 30, 2022, there were no other material
changes to our material cash requirements from those described under
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" discussed in the 2021 10-K.
Critical Accounting Policies and Significant Judgments and Estimates
Our unaudited interim condensed consolidated financial statements are prepared
in accordance with generally accepted accounting principles in the United
States. The preparation of our unaudited interim condensed consolidated
financial statements and related disclosures requires us to make estimates and
judgments that affect the reported amounts of assets, liabilities, costs and
expenses, and the disclosure of contingent assets and liabilities in our
condensed financial statements. We base our estimates on historical experience,
known trends and events and various other factors that we believe are reasonable
under the circumstances, the results of which form the basis for making
judgments about the carrying values of assets and liabilities that are not
readily apparent from other sources. We evaluate our estimates and assumptions
on an ongoing basis. However, even though we believe we have used reasonable
estimates and assumptions in preparing our interim condensed consolidated
financial statements, the future effects of the COVID-19 pandemic on our results
of operations, cash flows, and financial position are unclear. Our actual
results may differ from these estimates under different assumptions or
conditions.
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There have been no significant changes to our critical accounting policies from
those described in "Management's Discussion and Analysis of Financial Condition
and Results of Operations," included in the 2021 10-K.
Recently Issued Accounting Pronouncements
See Note 2 to our condensed consolidated financial statements appearing
elsewhere in this Quarterly Report on Form 10-Q for a description of recent
accounting pronouncements applicable to our financial statements.
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Emerging Growth Company Status and Smaller Reporting Company Status
We are an emerging growth company, as defined in the Jumpstart Our Business
Startups Act of 2012, or the JOBS Act. Under the JOBS Act, emerging growth
companies can delay adopting new or revised accounting standards issued
subsequent to the enactment of the JOBS Act until such time as those standards
apply to private companies. We elected to use this extended transition period
for complying with new or revised accounting standards that have different
effective dates for public and private companies until the earlier of the date
that we (i) are no longer an emerging growth company or (ii) affirmatively and
irrevocably opt out of the extended transition period provided in the JOBS Act.
We expect to use the extended transition period for any other new or revised
accounting standards during the period in which we remain an emerging growth
company and, as a result, we will not adopt new or revised accounting standards
on the relevant dates on which adoption of such standards is required for other
public companies.
We will remain an emerging growth company until December 31, 2026 or, if
earlier, (i) the last day of our first fiscal year in which we have total annual
gross revenues of at least $1.235 billion, (ii) the date on which we are deemed
to be a large accelerated filer, which means the market value of our common
stock that is held by non-affiliates exceeds $700.0 million as of the prior June
30th or (iii) the date on which we have issued more than $1.0 billion in
non-convertible debt securities during the prior three-year period.
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