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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 10-Q

 

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2020

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from ________ to _________

 

Commission File Number: 001-38582

 

Allakos Inc.

(Exact Name of Registrant as Specified in its Charter)

 

 

Delaware

45-4798831

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer
Identification No.)

975 Island Drive, Suite 201

Redwood City, California

94065

(Address of principal executive offices)

(Zip Code)

(650) 597-5002

Registrant’s telephone number, including area code

 

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Common Stock, par value $0.001

ALLK

The Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes      No  

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes      No  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

 

  

Accelerated filer

 

 

 

 

 

Non-accelerated filer

 

  

Smaller reporting company

 

 

 

 

 

 

 

 

Emerging growth company

 

 

 

 

 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes      No  

As of May 6, 2020, the registrant had 48,766,351 shares of common stock outstanding.

 

 

 


ALLAKOS INC.

Table of Contents

 

 

 

Page

PART I.

FINANCIAL INFORMATION

 

Item 1.

Financial Statements (Unaudited)

2

 

Balance Sheets

2

 

Statements of Operations and Comprehensive Loss

3

 

Statements of Stockholders’ Equity

4

 

Statements of Cash Flows

5

 

Notes to Unaudited Interim Financial Statements

6

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

17

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

24

Item 4.

Controls and Procedures

25

PART II.

OTHER INFORMATION

 

Item 1.

Legal Proceedings

26

Item 1A.

Risk Factors

26

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

56

Item 3.

Defaults Upon Senior Securities

56

Item 4.

Mine Safety Disclosures

56

Item 5.

Other Information

56

Item 6.

Exhibits

57

Signatures

58

 

 

 

1


 

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements (unaudited).

allakos inc.

balance sheets

(in thousands, except per share data)

 

 

 

March 31,

 

 

December 31,

 

 

 

2020

 

 

2019

 

 

 

(unaudited)

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

135,942

 

 

$

38,367

 

Investments in marketable securities

 

 

343,863

 

 

 

457,534

 

Prepaid expenses and other current assets

 

 

3,953

 

 

 

3,969

 

Total current assets

 

 

483,758

 

 

 

499,870

 

Property and equipment, net

 

 

8,072

 

 

 

8,410

 

Operating lease right-of-use assets

 

 

5,705

 

 

 

5,775

 

Other long-term assets

 

 

2,839

 

 

 

2,839

 

Total assets

 

$

500,374

 

 

$

516,894

 

Liabilities and stockholders’ equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

9,062

 

 

$

5,963

 

Accrued expenses and other current liabilities

 

 

5,273

 

 

 

7,098

 

Total current liabilities

 

 

14,335

 

 

 

13,061

 

Other long-term liabilities

 

 

7,995

 

 

 

8,112

 

Total liabilities

 

 

22,330

 

 

 

21,173

 

Commitments and contingencies (Note 6)

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

 

Preferred stock, $0.001 par value per share; 20,000 shares

   authorized as of March 31, 2020 and December 31, 2019;

   no shares issued and outstanding as of March 31, 2020

   and December 31, 2019

 

 

 

 

 

 

Common stock, $0.001 par value per share; 200,000 shares

   authorized as of March 31, 2020 and December 31, 2019;

   48,765 and 48,668 shares issued and outstanding as of

   March 31, 2020 and December 31, 2019, respectively

 

 

48

 

 

 

48

 

Additional paid-in capital

 

 

693,298

 

 

 

685,020

 

Accumulated other comprehensive gain

 

 

2,006

 

 

 

137

 

Accumulated deficit

 

 

(217,308

)

 

 

(189,484

)

Total stockholders’ equity

 

 

478,044

 

 

 

495,721

 

Total liabilities and stockholders’ equity

 

$

500,374

 

 

$

516,894

 

 

See accompanying notes to unaudited interim financial statements

 

2


 

 

Allakos Inc.

Statements of Operations and Comprehensive Loss

(in thousands, except per share data)

(unaudited)

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2020

 

 

2019

 

Operating expenses

 

 

 

 

 

 

 

 

Research and development

 

$

18,285

 

 

$

15,098

 

General and administrative

 

 

11,588

 

 

 

5,829

 

Total operating expenses

 

 

29,873

 

 

 

20,927

 

Loss from operations

 

 

(29,873

)

 

 

(20,927

)

Interest income, net

 

 

1,989

 

 

 

1,030

 

Other income (expense), net

 

 

60

 

 

 

(56

)

Net loss

 

 

(27,824

)

 

 

(19,953

)

Unrealized gain on marketable securities, net of tax

 

 

1,869

 

 

 

45

 

Comprehensive loss

 

$

(25,955

)

 

$

(19,908

)

Net loss per common share:

 

 

 

 

 

 

 

 

Basic and diluted

 

$

(0.57

)

 

$

(0.47

)

Weighted-average number of common shares outstanding:

 

 

 

 

 

 

 

 

Basic and diluted

 

$

48,691

 

 

$

42,620

 

 

See accompanying notes to unaudited interim financial statements

 


 

3


 

Allakos Inc.

Statements of STOCKHOLDERS’ EQUITY

(in thousands)

(unaudited)

 

 

 

Common Stock

 

 

Additional

Paid-In

Capital

 

 

Accumulated Other Comprehensive Gain

 

 

Accumulated

Deficit

 

 

Total

Stockholders’

Equity

 

 

 

Shares

 

 

Amount

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of December 31, 2019

 

 

48,668

 

 

$

48

 

 

$

685,020

 

 

$

137

 

 

$

(189,484

)

 

$

495,721

 

Stock-based compensation expense

 

 

 

 

 

 

 

 

7,489

 

 

 

 

 

 

 

 

 

7,489

 

Issuance of common stock upon exercise of stock options

 

 

57

 

 

 

 

 

 

33

 

 

 

 

 

 

 

 

 

33

 

Issuance of common stock upon 2018 ESPP purchase

 

 

40

 

 

 

 

 

 

756

 

 

 

 

 

 

 

 

 

756

 

Unrealized gain on marketable securities

 

 

 

 

 

 

 

 

 

 

 

1,869

 

 

 

 

 

 

1,869

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(27,824

)

 

 

(27,824

)

Balance at March 31, 2020

 

 

48,765

 

 

$

48

 

 

$

693,298

 

 

$

2,006

 

 

$

(217,308

)

 

$

478,044

 

 

 

 

 

Common Stock

 

 

Additional

Paid-In

Capital

 

 

Accumulated Other Comprehensive Gain (Loss)

 

 

Accumulated

Deficit

 

 

Total

Stockholders’

Equity

 

 

 

Shares

 

 

Amount

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2018

 

 

42,117

 

 

$

42

 

 

$

288,079

 

 

$

(15

)

 

$

(104,112

)

 

$

183,994

 

Stock-based compensation expense

 

 

 

 

 

 

 

 

2,834

 

 

 

 

 

 

 

 

 

2,834

 

Issuance of common stock upon exercise of stock options

 

 

968

 

 

 

1

 

 

 

367

 

 

 

 

 

 

 

 

 

368

 

Issuance of common stock upon 2018 ESPP purchase

 

 

39

 

 

 

 

 

 

595

 

 

 

 

 

 

 

 

 

595

 

Vesting of restricted common stock

 

 

 

 

 

 

 

 

6

 

 

 

 

 

 

 

 

 

6

 

Unrealized gain on marketable securities, net of tax

 

 

 

 

 

 

 

 

 

 

 

45

 

 

 

 

 

 

45

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(19,953

)

 

 

(19,953

)

Balance at March 31, 2019

 

 

43,124

 

 

$

43

 

 

$

291,881

 

 

$

30

 

 

$

(124,065

)

 

$

167,889

 

 

See accompanying notes to unaudited interim financial statements

 

4


 

Allakos Inc.

Statements of Cash Flows

(in thousands)

(unaudited)

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2020

 

 

2019

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

Net loss

 

$

(27,824

)

 

$

(19,953

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

393

 

 

 

357

 

Stock-based compensation

 

 

7,489

 

 

 

2,834

 

Net amortization of premiums and discounts on marketable securities

 

 

221

 

 

 

(802

)

Noncash lease expense

 

 

70

 

 

 

73

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

Prepaid expenses and other current assets

 

 

(113

)

 

 

1,320

 

Accounts payable

 

 

3,092

 

 

 

1,278

 

Accrued expenses and other current liabilities

 

 

(1,942

)

 

 

1,408

 

Other long-term liabilities

 

 

 

 

 

206

 

Net cash used in operating activities

 

 

(18,614

)

 

 

(13,279

)

Cash flows from investing activities

 

 

 

 

 

 

 

 

Purchases of marketable securities

 

 

(15,052

)

 

 

(70,759

)

Proceeds from maturities of marketable securities

 

 

130,500

 

 

 

81,000

 

Purchases of property and equipment

 

 

(48

)

 

 

(121

)

Net cash provided by investing activities

 

 

115,400

 

 

 

10,120

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

Proceeds from exercise of stock options

 

 

33

 

 

 

368

 

Proceeds from issuance of common stock under the 2018 ESPP

 

 

756

 

 

 

595

 

Net cash provided by financing activities

 

 

789

 

 

 

963

 

Net increase (decrease) in cash, cash equivalents and restricted cash

 

 

97,575

 

 

 

(2,196

)

Cash, cash equivalents and restricted cash, beginning of period

 

 

40,642

 

 

 

34,462

 

Cash, cash equivalents and restricted cash, end of period

 

$

138,217

 

 

$

32,266

 

Supplemental disclosures

 

 

 

 

 

 

 

 

Noncash investing and financing items:

 

 

 

 

 

 

 

 

Right-of-use assets obtained in exchange for lease obligations (1)

 

$

 

 

$

6,050

 

Property and equipment purchased in accounts payable

 

$

7

 

 

$

419

 

Vesting of restricted common stock subject to repurchase

 

$

 

 

$

6

 

 

(1)

Amount for the three months ended March 31, 2019 includes a transition adjustment recorded as part of the Company’s adoption of a new lease accounting policy effective January 1, 2019.

 

See accompanying notes to unaudited interim financial statements

 

 

5


 

ALLAKOS INC.

NOTES TO UNAUDITED INTERIM FINANCIAL STATEMENTS

1. Organization and Business

Allakos Inc. (“Allakos” or the “Company”) was incorporated in the state of Delaware in March 2012. Allakos is a clinical stage biopharmaceutical company focused on the development of antolimab (AK002) for the treatment of eosinophil and mast cell related diseases. The Company’s primary activities to date have included establishing its facilities, recruiting personnel, conducting research and development of its product candidates and raising capital. The Company’s operations are located in Redwood City, California.

Liquidity Matters

Since inception, the Company has incurred net losses and negative cash flows from operations. During the three months ended March 31, 2020, the Company incurred a net loss of $27.8 million and used $18.6 million of cash in operations. At March 31, 2020, the Company had an accumulated deficit of $217.3 million and does not expect to experience positive cash flows from operating activities in the foreseeable future. The Company has financed its operations to date primarily through the sale of common stock and issuance of convertible preferred stock. Management expects to incur additional operating losses in the future as the Company continues to further develop, seek regulatory approval for and, if approved, commence commercialization of its product candidates. The Company had $479.8 million of cash, cash equivalents and marketable securities at March 31, 2020. Management believes that this amount is sufficient to fund the Company’s operations for at least the next 12 months from the issuance date of these financial statements.

2. Summary of Significant Accounting Policies

Basis of Presentation

The unaudited interim financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts and disclosures reported in the financial statements and accompanying notes.

The interim balance sheet as of March 31, 2020, the statements of operations and comprehensive loss, statements stockholders’ equity and statements of cash flows for the three months ended March 31, 2020 and 2019 are unaudited. The unaudited interim financial statements have been prepared on the same basis as the audited annual financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for the fair presentation of the Company’s financial position as of March 31, 2020 and its results of operations and comprehensive loss for the three months ended March 31, 2020 and 2019 and its cash flows for the three months ended March 31, 2020 and 2019. Certain information and note disclosures normally included in annual audited financial statements prepared in accordance with U.S. GAAP have been omitted. The financial data and the other financial information disclosed in these notes to the interim financial statements are also unaudited. The results of operations for any interim period are not necessarily indicative of the results to be expected for the entire year or for any other future annual or interim period. The balance sheet as of December 31, 2019 included herein was derived from the audited financial statements as of that date. These interim financial statements should be read in conjunction with the Company’s audited financial statements included in the Company’s Annual Report on Form 10-K, which was filed with the Securities and Exchange Commission (the “SEC”) on February 25, 2020.

Use of Estimates

Management uses significant judgment when making estimates related to common stock valuation and related stock-based compensation expense, accrued expenses related to clinical trials, calculation of right-of-use assets and lease liabilities, and deferred tax valuation allowances. Management bases its estimates on historical experience and on various other assumptions that are believed to be 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. Actual results could differ from those estimates under different assumptions or conditions, and those differences could be material to the financial position and results of operations.

Concentration of Credit Risk and Other Risks and Uncertainties

Financial instruments that potentially subject the Company to credit risk principally consist of cash, cash equivalents and marketable securities. These financial instruments are held in accounts at a single financial institution that management believes possesses high credit quality. Amounts on deposit with this financial institution have and will continue to exceed federally-insured limits. The Company has not experienced any losses on its cash deposits. Additionally, the Company’s investment policy limits its investments to certain types of securities issued by or backed by the U.S. government and its agencies.

The Company is subject to a number of risks similar to that of other early-stage biopharmaceutical companies, including, but not limited to, the need to obtain adequate additional funding, possible failure of current or future clinical trials, its reliance on third-

 

6


 

parties to conduct its clinical trials, the need to obtain regulatory and marketing approvals for its product candidates, competitive developments, the need to successfully commercialize and gain market acceptance of the Company’s product candidates, its right to develop and commercialize its product candidates pursuant to the terms and conditions of the licenses granted to the Company, protection of proprietary technology, the ability to make milestone, royalty or other payments due under licensing agreements, and the need to secure and maintain adequate manufacturing arrangements with third-parties. If the Company does not successfully commercialize or partner its product candidates, it will be unable to generate product revenue or achieve profitability.

Cash, Cash Equivalents and Restricted Cash

The Company considers all highly liquid investments with original maturities of three months or less from the date of purchase to be cash equivalents. Restricted cash as of March 31, 2020 represents $2.3 million in deposits for the lease of the Company’s facilities in Redwood City, California and San Carlos, California. Both security deposits are in the form of letters of credit secured by restricted cash. Restricted cash amounts are included within other long-term assets on the Company’s balance sheets.

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Company’s balance sheets and which, in aggregate, represent the amounts reported in the accompanying statements of cash flows (in thousands):

 

 

 

March 31,

 

 

December 31,

 

 

 

2020

 

 

2019

 

Cash and cash equivalents

 

$

135,942

 

 

$

38,367

 

Restricted cash in other long-term assets, deposit for lease facility

 

 

2,275

 

 

 

2,275

 

Total cash, cash equivalents and restricted cash

 

$

138,217

 

 

$

40,642

 

 

 

 

March 31,

 

 

December 31,

 

 

 

2019

 

 

2018

 

Cash and cash equivalents

 

$

31,464

 

 

$

33,660

 

Restricted cash in other long-term assets, deposit for lease facility

 

 

802

 

 

 

802

 

Total cash, cash equivalents and restricted cash

 

$

32,266

 

 

$

34,462

 

 

Marketable Securities

The Company invests in marketable securities, primarily securities issued by the U.S. government and its agencies. The Company’s marketable securities are considered available-for-sale and are classified as current assets even when the stated maturities of the underlying securities exceed one year from the date of the current balance sheet being reported. This classification reflects management’s ability and intent to utilize proceeds from the sale of such investments to fund ongoing operations. The cost of securities sold is determined using the specific-identification method. Interest earned and adjustments for the amortization of premiums and discounts on investments are included in interest income, net, on the statements of operations and comprehensive loss. Realized gains and losses and declines in the fair value of an available-for-sale security due to a credit loss are included in other expense, net, on the statements of operations and comprehensive loss to the extent the Company does not expect to recover the amortized cost basis. Any portion of a decline in fair value that is due to factors other than a credit loss is excluded from earnings and reported as a component of accumulated comprehensive income (loss).

Leases

Effective January 1, 2019, the Company accounts for its leases in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 842, “Leases” (“ASC 842”). Prior period amounts continue to be reported in accordance with the Company’s historic accounting under previous lease guidance. Additionally, the Company elected a number of optional practical expedients made available under the ASC 842 transition guidance. Such elections include (i) carrying forward the Company’s historical lease classifications, (ii) foregoing a re-evaluation of historical contracts to identify embedded leases, (iii) foregoing a re-assessment of initial direct costs related to leases that existed prior to adoption, (iv) combining lease and non-lease components, and (v) recognizing lease expense for all contracts with an initial term of 12 months or less within the statements of operations and comprehensive loss on a straight-line basis over the requisite lease term.

The Company accounts for its leases by recording right-of-use assets and lease liabilities on the Balance Sheet. Right-of-use assets represent the Company’s right to use an underlying asset over the lease term and include any lease payments made prior to the lease commencement date and exclude lease incentives. Lease liabilities represent the present value of the total lease payments over the lease term, calculated using the Company’s incremental borrowing rate. In determining the Company’s incremental borrowing rate, consideration is given to the term of the lease and the Company’s credit risk. The Company recognizes options to extend or terminate a lease when it is reasonably certain that the Company will exercise any such options.

 

7


 

Research and Development Expense

Research and development costs are expensed as incurred. Research and development costs include, among others, consulting costs, salaries, benefits, travel, stock-based compensation, laboratory supplies and other non-capital equipment utilized for in-house research, allocation of facilities and overhead costs and external costs paid to third-parties that conduct research and development activities on the Company’s behalf. Amounts incurred in connection with license agreements are also included in research and development expense.

Advance payments for goods or services to be rendered in the future for use in research and development activities are deferred and included in prepaid expenses and other current assets. The deferred amounts are expensed as the related goods are delivered or the services are performed.

Accrued Research and Development Costs

Service agreements with contract research organizations (“CROs”) and contract development and manufacturing organizations (“CDMOs”) comprise a significant component of the Company’s research and development activities. External costs for CROs and CDMOs are recognized as the services are incurred. The Company accrues for expenses resulting from obligations under agreements with its third-parties for which the timing of payments does not match the periods over which the materials or services are provided to the Company. Accruals are recorded based on estimates of services received and efforts expended pursuant to agreements established with CROs, CDMOs and other outside service providers. These estimates are typically based on contracted amounts applied to the proportion of work performed and determined through analysis with internal personnel and external service providers as to the progress or stage of completion of the services.

The Company makes judgements and estimates in determining the accrual balance in each reporting period. In the event advance payments are made to a CRO, CDMO or other outside service provider, the payments are recorded within prepaid expenses and other current assets and subsequently recognized as research and development expense when the associated services have been performed. As actual costs become known, the Company adjusts its liabilities and assets. Inputs, such as the extent of services received and the duration of services to be performed, may vary from the Company’s estimates, which will result in adjustments to research and development expense in future periods. Changes in these estimates that result in material changes to the Company’s accruals could materially affect the Company’s results of operations. The Company’s historical estimates have not been materially different from actual amounts recorded.

Comprehensive Loss

Comprehensive loss is defined as the change in stockholders’ equity (deficit) during a period from transactions and other events and circumstances from non-owner sources and consists primarily of unrealized gains and losses on the Company’s investments in marketable securities.

Net Loss per Share

The Company calculates basic net loss per share by dividing the net loss attributable to common stockholders by the weighted-average shares of common stock outstanding during the period. The Company calculates diluted net loss per share after giving consideration to all potentially dilutive securities outstanding during the period using the treasury-stock and if-converted methods, except where the effect of including such securities would be anti-dilutive. Because the Company has reported net losses since inception, the effect from potentially dilutive securities would have been anti-dilutive and therefore has been excluded from the calculation of diluted net loss per share.

Basic and diluted net loss per share was calculated as follows (in thousands, except per share data):

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2020

 

 

2019

 

Numerator:

 

 

 

 

 

 

 

 

Net loss

 

$

(27,824

)

 

$

(19,953

)

Denominator:

 

 

 

 

 

 

 

 

Weighted-average shares of common stock outstanding,

   basic and diluted

 

 

48,691

 

 

 

42,620

 

Net loss per share, basic and diluted

 

$

(0.57

)

 

$

(0.47

)

 

8


 

The following table sets forth the potentially dilutive securities that have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect for the periods indicated (in thousands):    

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2020

 

 

2019

 

Options to purchase common stock

 

 

7,105

 

 

 

6,845

 

Unvested restricted stock units

 

 

572

 

 

 

 

Unvested restricted common stock

 

 

 

 

 

33

 

Shares issuable under employee stock purchase plans

 

 

8

 

 

 

10

 

Total

 

 

7,685

 

 

 

6,888

 

Recently Adopted Accounting Pronouncements

In June 2016 the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The FASB subsequently issued amendments to ASU 2016-13, which have the same effective date and transition date of January 1, 2020. This guidance requires companies to recognize an allowance for credit losses on available-for-sale debt securities rather than the current approach of recording a reduction to the carrying value of the asset. The Company adopted ASU 2016-13 effective January 1, 2020.

The guidance limits the amount of credit losses to be recognized for available-for-sale debt securities to the amount by which carrying value exceeds fair value and requires the reversal of previously recognized credit losses if fair value increases. Based on the composition of the Company’s investment portfolio and other financial assets, current economic conditions and historical credit loss activity, the adoption of the guidance did not have a material impact on the Company’s financial statements and related disclosures. During the three months ended March 31, 2020, the Company’s current investment portfolio was comprised of only US Treasury securities which are not in unrealized loss positions. Upon adoption, the Company did not record an allowance for credit losses on its available-for-sale debt securities.

In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement. This ASU eliminates, modifies and adds disclosure requirements for fair value measurements. The amendments in this ASU are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The Company adopted this ASU effective January 1, 2020. The Company’s adoption of this ASU did not have a material impact on its financial statements and related disclosures.

In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. This ASU affects general principles within Topic 740 and are meant to simplify the accounting for income taxes by removing certain exceptions to the general framework. The ASU further adds guidance to reduce complexity in certain areas, including recognizing a franchise (or similar) tax that is partially based on income as an income-based tax and incremental amounts incurred as a non-income-based tax and recognizing deferred taxes for tax goodwill. ASU 2019-12 also created an exception to the incremental approach for intraperiod tax allocation when there is a loss from continuing operations and income or a gain from other items (for example, other comprehensive income). Under the historical guidance, in this situation, an entity would have recorded an income tax provision for unrealized gains on available-for-sale securities reported in other comprehensive income, with an offsetting income tax benefit recorded in continuing operations. Per ASU 2019-12, under the new guidance, an entity would record no income tax provision in the interim period.

The amendments in ASU 2019-12 are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. Early adoption of the amendments is permitted, including adoption in any interim period for which financial statements have not yet been issued. An entity that elects to early adopt the amendments in an interim period should reflect any adjustments as of the beginning of the annual period that includes that interim period. Additionally, an entity that elects early adoption must adopt all the amendments in the same period. The Company elected to early adopt ASU 2019-12 effective January 1, 2020 on a prospective basis. As a result of this election, no benefit from income tax was recorded in continuing operations and no tax provision was recorded in other comprehensive income for the three months ended March 31, 2020 related to the Company’s loss from continuing operations and unrealized gain on available-for-sale securities during the same period. Further, the Company’s adoption had no impact to its effective tax rate.

Impact of Recent Legislation

In March 2020, the Coronavirus Aid, Relief and Economic Security Act (“the CARES Act”) was signed into law. The CARES Act includes provisions relating to several aspects of corporate income taxes. The Company does not currently expect the CARES Act

 

9


 

to have a material impact on its income tax positions; however, it will continue to monitor the provisions of the CARES Act in relation to its operations.

3. Fair Value Measurements

The Company measures and reports certain financial instruments as assets and liabilities at fair value on a recurring basis. Financial instruments that are highly liquid with original maturities of three months or less from the date of purchase are included within cash equivalents. Financial instruments that are not highly liquid, or for which their original maturities are greater than three months, are classified as investments in marketable securities. The Company’s financial assets measured at fair value on a recurring basis were as follows (in thousands):

 

 

 

March 31, 2020

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash equivalents

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

134,392

 

 

$

 

 

$

 

 

$

134,392

 

Total cash equivalents

 

 

134,392

 

 

 

 

 

 

 

 

 

134,392

 

Short-term marketable securities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasuries

 

 

343,863

 

 

 

 

 

 

 

 

 

343,863

 

Total short-term marketable securities

 

 

343,863

 

 

 

 

 

 

 

 

 

343,863

 

Total cash equivalents and short-term marketable

   securities

 

$

478,255

 

 

$

 

 

$

 

 

$

478,255

 

 

 

 

December 31, 2019

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash equivalents

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

35,935

 

 

$

 

 

$

 

 

$

35,935

 

Total cash equivalents

 

 

35,935

 

 

 

 

 

 

 

 

 

35,935

 

Marketable securities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasuries

 

 

457,534

 

 

 

 

 

 

 

 

 

457,534

 

Total marketable securities

 

 

457,534

 

 

 

 

 

 

 

 

 

457,534

 

Total cash equivalents and marketable

   securities

 

$

493,469

 

 

$

 

 

$

 

 

$

493,469

 

 

The Company evaluates transfers between levels at the end of each reporting period. There were no transfers of assets or liabilities between levels during the three months ended March 31, 2020 and 2019.

4. Marketable Securities

All marketable securities were considered available-for-sale at March 31, 2020. The amortized cost, gross unrealized holding gains or losses, and fair value of the Company’s marketable securities by major security type at March 31, 2020 and December 31, 2019 are summarized in the table below (in thousands):

 

 

 

March 31, 2020

 

 

 

Amortized

Cost Basis

 

 

Unrealized

Gains

 

 

Unrealized

Losses

 

 

Fair

Value

 

Available-for-sale securities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasuries classified as investments

 

$

341,857

 

 

$

2,006

 

 

$

 

 

$

343,863

 

Total available-for-sale securities

 

$

341,857

 

 

$

2,006

 

 

$

 

 

$

343,863

 

 

 

 

December 31, 2019

 

 

 

Amortized

Cost Basis

 

 

Unrealized

Gains

 

 

Unrealized

Losses

 

 

Fair

Value

 

Available-for-sale securities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasuries classified as investments

 

$

457,397

 

 

$

161

 

 

$

(24

)

 

$

457,534

 

Total available-for-sale securities

 

$

457,397

 

 

$

161

 

 

$

(24

)

 

$

457,534

 

 

10


 

The amortized cost of available-for-sale securities is adjusted for amortization of premiums and accretion of discounts to maturity. As of March 31, 2020, the Company had no available-for-sale securities in an unrealized loss position. The aggregate fair value of securities held by the Company at December 31, 2019 in an unrealized loss position was $187.4 million, for which all of these securities had remaining maturities of less than one year as of the balance sheet date. The Company has the intent and ability to hold such securities until recovery and has determined that there has been no material change to their credit risk. As a result, the Company determined it did not hold any investments with a credit loss as of March 31, 2020 and December 31, 2019.

There were no material realized gains or losses recognized on the sale or maturity of available-for-sale securities during the years ended December 31, 2019 or 2018, and as a result, there were no material reclassifications out of accumulated other comprehensive gain (loss) for the same periods.

5. Balance Sheet Components and Supplemental Disclosures

Property and Equipment, Net

Property and equipment, net, consisted of the following (in thousands):

 

 

 

March 31,

 

 

December 31,

 

 

 

2020

 

 

2019

 

Laboratory equipment

 

$

4,189

 

 

$

4,170

 

Furniture and office equipment

 

 

1,731

 

 

 

1,695

 

Leasehold improvements

 

 

4,581

 

 

 

4,581

 

 

 

 

10,501

 

 

 

10,446

 

Less accumulated depreciation

 

 

(2,429

)

 

 

(2,036

)

Property and equipment, net

 

$

8,072

 

 

$

8,410

 

Depreciation and amortization expense for each of the three months ended March 31, 2020 and 2019 was $0.4 million.

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following (in thousands):

 

 

 

March 31,

 

 

December 31,

 

 

 

2020

 

 

2019

 

Accrued contract research and development expense

 

$

1,982

 

 

$

4,990

 

Accrued compensation and benefits expense

 

 

2,619