Denali Therapeutics Inc. 10-Q

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of our financial condition and results of operations should be read together with our condensed consolidated financial statements and the related notes to those statements included elsewhere in this Quarterly Report on Form 10-Q . This discussion and analysis and other parts of this report contain forward-looking statements based upon current beliefs, plans and expectations related to future events and our future financial performance that involve risks, uncertainties and assumptions, such as statements regarding our intentions, plans, objectives, expectations, forecasts and projections. Our actual results and the timing of selected events coul d differ materially from those anticipated in these forward-looking statements as a result of several factors, including those set forth under the section titled “Risk Factors” included in this Quarterly Report on Form 10-Q. Forward-looking statements include, but are not limited to, statements about: • the success, cost and timing of our development activities, preclinical studies and clinical trials, including the enrollment in such trials, and in particular the development of our blood-brain barrier (“BBB”) platform technology, programs and biomarkers; • the extent to which any dosing limitations that we have been subject to, and/or may be subject to in the future, may affect the success of our product candidates; • the impact of preclinical findings on our ability to achieve exposures of our product candidates that allow us to explore a robust pharmacodynamic range of these candidates in humans; • the expected potential benefits and potential revenue resulting from strategic collaborations with third parties and our ability to attract collaborators with development, regulatory and commercialization expertise; • the timing or likelihood of regulatory filings and approvals; • our ability to obtain and maintain regulatory approval of our product candidates, and any related restrictions, limitations and/or warnings in the label of any approved product candidate; • the scope of protection we are able to establish and maintain for intellectual property rights covering our product candidates and technology; • the terms and conditions of licenses granted to us and our ability to license and/or acquire additional intellectual property relating to our product candidates and BBB platform technology; • our ability to obtain funding for our operations, including funding necessary to develop and commercialize our current and potential future product candidates; • our plans and ability to establish sales, marketing and distribution infrastructure to commercialize any product candidates for which we obtain approval; • future agreements with third parties in connection with the commercialization of our product candidates; • the size and growth potential of the markets for our product candidates, if approved for commercial use, and our ability to serve those markets; • the rate and degree of market acceptance of our product candidates; • existing regulations and regulatory developments in the United States and foreign countries; • potential claims relating to our intellectual property and third-party intellectual property; 23 Table of Contents • our ability to contract with third-party suppliers and manufacturers and their ability to perform adequately; • our potential plans and ability to develop our own manufacturing facilities; • the pricing and reimbursement of our product candidates, if approved and commercialized; • the success of competing products or platform technologies that are or may become available; • our ability to attract and retain key managerial, scientific and medical personnel; • the accuracy of our estimates regarding expenses, future revenue, capital requirements and needs for additional financing; • our ability to enhance operational, financial and information management systems; • our financial performance; and • our expectations regarding the impact of the COVID -19 pandemic on our business. These forward-looking statements are subject to a number of risks, uncertainties, and assumptions, including those described in “Risk Factors”. In some cases, you can identify these statements by terms such as “anticipate,” “believe,” “could,” “estimate,” “expects,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “will,” “would” or the negative of those terms, and similar expressions that convey uncertainty of future events or outcomes. These forward-looking statements reflect our beliefs and views with respect to future events and are based on estimates and assumptions as of the date of this Quarterly Report on Form 10-Q and are subject to risks and uncertainties. We discuss many of these risks in greater detail in the section entitled “Risk Factors” included in Part II, Item 1A and elsewhere in this report. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. Given these uncertainties, you should not place undue reliance on these forward-looking statements. We qualify all of the forward-looking statements in this Quarterly Report on Form 10-Q by these cautionary statements. Except as required by law, we assume no obligation to update these forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in any forward-looking statements, whether as a result of new information, future events or otherwise. Overview Our goal is to discover, develop and deliver therapeutics to defeat degeneration. Our strategy is guided by three overarching principles that we believe will significantly increase the probability of success and will accelerate the timing to bring effective therapeutics to patients with neurodegenerative diseases: • Genetic Pathway Potential : We select our therapeutic targets and disease pathways based on genes that, when mutated, cause, or are major risk factors for, neurodegenerative diseases. We refer to these genes as degenogenes; 24 Table of Contents • Engineering Brain Delivery : We engineer our product candidates to cross the BBB and act directly in the brain; and • Biomarker-Driven Development : We discover, develop and utilize biomarkers to select the right patient population and demonstrate target engagement, pathway engagement and impact on disease progression of our product candidates. By executing this strategy with a team of experienced and passionately dedicated scientists and drug developers, we believe we can succeed in a field that has seen limited progress over the past several decades. We have a focused yet diversified portfolio with six clinical programs and more than fifteen programs in the preclinical development stage. We have also developed a proprietary BBB platform technology, our transport vehicle ("TV"), which enables multiple modality-based platforms to deliver a wide range of large-molecule therapeutics across the BBB, including enzymes, antibodies, proteins and oligonucleotides. This technology is designed to engage specific BBB transport receptors, which are ubiquitously expressed in brain capillaries and facilitate transport of proteins into the brain. We are currently optimizing and broadening this platform technology. Ou r clinic al-stage programs are: • our leucine-rich repeat kinase 2 ("LRRK2") inhibitor program, to be developed in collaboration with Biogen, to address Parkinson’s disease ("PD"); • our ETV:IDS program, our lead brain-penetrant enzyme replacement therapy ("ERT"), enabled by our enzyme transport vehicle ("ETV"), which is designed to restore iduronate 2-sulfatase ("IDS"), and reduce glycosaminoglycans ("GAGs"), both peripherally and in the brain, in patients with mucopolysaccharidosis II ("MPS II", or "Hunter syndrome"); • our eukaryotic initiation factor 2 B ("eIF2B") activator program to address diseases such as amyotrophic lateral sclerosis ("ALS") and frontotemporal dementia ("FTD"); • our CNS-penetrant receptor interacting serine/threonine protein kinase 1 ("RIPK1") inhibitor program, partnered with Sanofi, to address neurological diseases such as ALS, multiple sclerosis ("MS") and Alzheimer's disease; • a second non-CNS penetrant RIPK1 inhibitor, partnered with Sanofi, to address peripheral inflammatory diseases such as cutaneous lupus erythematosus ("CLE") and ulcerative colitis ("UC"); and • our recombinant progranulin ("PGRN") biotherapeutic enabled by our protein transport vehicle ("PTV:PGRN"), to be developed in collaboration with Takeda, to address certain types of FTD, especially FTD-GRN caused by PGRN deficiency. 25 Table of Contents The following table summarizes key information about our planned and ongoing clinical studies: Program Product Candidate Clinical Study(ies) Indication Operational Control LRRK2 BIIB122/DNL151 Ph 2b (planned) PD Joint with Biogen Ph 3 (planned) ETV:IDS DNL310 Ph 1/2 Hunter syndrome (MPS II) Denali Ph 2/3 (planned) eIF2B DNL343 Ph 1b ALS Denali RIPK1 (CNS-penetrant) SAR443820/DNL788 Ph 2 ALS Sanofi Ph 2 (planned) MS Sanofi RIPK1 (Peripheral) SAR443122/DNL758 Ph 2 CLE Sanofi Ph 2 (planned) UC Sanofi PTV:PGRN TAK-594/DNL593 Ph 1/2 FTD-GRN Joint with Takeda To complement our internal capabilities, we have entered into arrangements with biopharmaceutical companies, patient-focused data companies, numerous leading academic institutions and foundations to gain access to new product candidates, enable and accelerate the development of our existing programs and deepen our scientific understanding of certain areas of biology. We currently rely on third-party contract manufacturers to manufacture and supply our preclinical and clinical materials to be used during the development of our product candidates. We currently do not need commercial manufacturing capacity. Since we commenced operations, we have devoted substantially all of our resources to discovering, acquiring and developing product candidates, building our BBB platform technology and assembling our core capabilities in understanding key neurodegenerative disease pathways. Key operational and financing milestones in 2022 to date include: • In January 2022, we announced that Sanofi plans to initiate a Phase 2 trial of SAR443820/ DNL788 in MS, and a Phase 2 trial of SAR443122/ DNL758 in patients with UC; • In January 2022, we announced that the DNL919 (ATV:TREM2) IND application had been placed on clinical hold by the FDA. We received a formal clinical hold letter and are moving forward to address the FDA’s observations related to the preclinical toxicology assessment and to provide the information requested to initiate clinical studies, including proposed changes to the clinical trial protocol, the informed consent form, and the investigator brochure. We expect a delay of at least 3 months to our plans to begin dosing in a first-in-human clinical trial of DNL919. We intend to provide an update in the second half of 2022 once a clear path forward is established; • In January 2022, the clinical trial application ("CTA") for TAK-594/DNL593 (PTV:PGRN) was approved by the MHRA, triggering a $12.0 million milestone from Takeda which was received in February 2022; • In February 2022, we presented interim data from the Phase 1/2 clinical trial of DNL310 at the WORLDSymposium™ on lysosomal diseases. Longer-term data in 20 patients with MPS II continued to show sustained normalization of CSF heparan sulfate, consistent with durable CNS activity, with up to one year of intravenous dosing with DNL310. DNL310 remained generally well tolerated with a safety profile consistent with standard-of-care enzyme replacement therapy; • In March 2022, we announced the initiation of a Phase 1/2 Clinical Trial of TAK-594/DNL593 for Frontotemporal Dementia-Granulin (FTD-GRN). Pending initial clinical data from the Phase 1 healthy volunteer portion of the clinical trial, we expect to begin dosing individuals with FTD-GRN in the second half of 2022; 26 Table of Contents • In March 2022, we mutually agreed under the Takeda Collaboration Agreement to terminate activity on the ATV:Tau program over which Takeda had an option to develop and commercialize jointly with the Company; • In April 2022, our collaboration partner Sanofi commenced dosing in the HIMALAYA Phase 2 study of SAR3820/DNL788 expected to enroll approximately 260 participants with ALS , triggering a $40.0 million milestone which is due in May 2022; and • Effective May 1, 2022, Steve Krognes transitioned from his role as Chief Financial Officer to join the Company’s Board of Directors, and Alexander Schuth, M.D., former Chief Operating Officer and Secretary of the Company, added the Chief Financial Officer role to his responsibilities, becoming Denali’s Chief Operating and Financial Officer. We do not have any products approved for sale and have not generated any product revenue since our inception. We have funded our operations primarily from the issuance and sale of convertible preferred stock, the sale of common stock in public offerings, and payments received from our collaboration agreements with Takeda, Sanofi and Biogen. We have incurred significant operating losses to date and expect to continue to incur operating losses for the foreseeable future. Our ability to generate product revenue will depend on the successful development and eventual commercialization of one or more of our product candida tes. Our net losses wer e $65.2 million and $70.0 million for the three months ended March 31, 2022 and 2021 , respectively. As of March 31, 2022, we had an accumulated deficit o f $710.2 million. We e xpect to continue to incur significant expenses and operating losses as we advance our current clinical stage programs through healthy volunteer and patient trials; broaden and improve our BBB platform technology; acquire, discover, validate and develop additional product candidates; obtain, maintain, protect and enforce our intellectual property portfolio; and hire additional personnel. Components of Operating Results Collaboration Revenue To date, we have not generated any revenue from product sales and do not expect to generate any revenue from product sales for the foreseeable future. All revenue recognized to date has been collaboration and license revenue from our collaboration agreements with Takeda, Sanofi and Biogen. In the future, we may continue to recognize revenue from the Takeda Collaboration Agreement, Sanofi Collaboration Agreement, and Biogen Collaboration Agreement, and may generate revenue from product sales or milestones, royalties and cost reimbursement from other collaboration agreements, strategic alliances and licensing arrangements. We expect that our revenue will fluctuate from quarter-to-quarter and year-to-year as a result of the timing and amount of license fees, option exercise fees, milestones, reimbursement of costs incurred and other payments and product sales, to the extent any are successfully commercialized. If we fail to complete the development of our product candidates in a timely manner or obtain regulatory approval for them, our ability to generate future revenue, and our results of operations and financial position, would be materially adversely affected. Operating Expenses Research and Development Research and development activities account for a significant portion of our operating expenses. We record research and development expenses as incurred. Research and development expenses incurred by us for the discovery and development of our product candidates and BBB platform technology include: 27 Table of Contents • external research and development expenses, including: – expenses incurred under arrangements with third parties, such as contract research organizations ("CROs"), preclinical testing organizations, contract development and manufacturing organizations ("CDMOs"), academic and non-profit institutions and consultants; – expenses to acquire technologies to be used in research and development that have not reached technological feasibility and have no alternative future use; – fees related to our license and collaboration agreements; • personnel related expenses, including salaries, benefits and stock-based compensation expense; and • other expenses, which include direct and allocated expenses for laboratory, facilities and other costs. A portion of our research and development expenses are direct external expenses, which we track on a program-specific basis once a program has commenced late-stage IND-enabling studies. Program expenses include expenses associated with our most advanced product candidates and the discovery and development of backup or next-generation molecules. We also track external expenses associated with our TV platform. These expenses include external expenses incurred by us relating to our Takeda Collaboration Agreement, Sanofi Collaboration Agreement a nd Biogen Collaboration Agreement. Al l external costs associated with earlier stage programs, or that benefit the entire portfolio, are tracked as a group. We also incur personnel and other operating expenses for our research and development programs which are presented in aggregate. These expenses primarily relate to salaries and benefits, stock-based compensation, facility expenses including rent and depreciation, and lab consumables. Where we share costs with our collaboration partners, such as in our Biogen Collaboration Agreement and Takeda Collaboration Agreement , research and development expenses may include cost sharing reimbursements from or payments to our partner. It is challenging to predict the nature, timing and estimated long-range costs of the efforts that will be necessary to complete the development of, and obtain regulatory approval for, any of our product candidates. This is made more challenging by events outside of our control, such as the COVID-19 pandemic and the Russian invasion of Ukraine. We are also unable to predict when, if ever, material net cash inflows will commence from sales or licensing of our product candidates. This is due to the numerous risks and uncertainties associated with drug development, including the uncertainty of: • our ability to add and retain key research and development personnel; • our ability to establish an appropriate safety profile with IND-enabling toxicology studies; • our ability to successfully develop, obtain regulatory approval for, and then successfully commercialize, our product candidates; • our successful enrollment in and completion of clinical trials; • the costs associated with the development of any additional product candidates we identify in-house or acquire through collaborations; • our ability to discover, develop and utilize biomarkers to demonstrate target engagement, pathway engagement and the impact on disease progression of our molecules; 28 Table of Contents • our ability to establish agreements with third-party manufacturers for clinical supply for our clinical trials and commercial manufacturing, if our product candidates are approved; • the terms and timing of any collaboration, license or other arrangement, including the terms and timing of any milestone payments thereunder; • our ability to obtain and maintain patent, trade secret and other intellectual property protection and regulatory exclusivity for our product candidates if and when approved; • our receipt of marketing approvals from applicable regulatory authorities; • our ability to commercialize products, if and when approved, whether alone or in collaboration with others; and • the continued acceptable safety profiles of the product candidates following approval. A change in any of these variables with respect to the development of any of our product candidates would significantly change the costs, timing and viability associated with the development of that product candidate. We expect our research and development expenses to increase at least over the next several years as we continue to implement our business strategy, advance our current programs, expand our research and development efforts, seek regulatory approvals for any product candidates that successfully complete clinical trials, access and develop additional product candidates and incur expenses associated with hiring additional personnel to support our research and development efforts. In addition, product candidates in later stages of clinical development generally incur higher development costs than those in earlier stages of clinical development, primarily due to the increased size and duration of later-stage clinical trials. General and Administrative General and administrative expenses include personnel related expenses, such as salaries, benefits, travel and stock-based compensation expense, expenses for outside professional services and allocated expenses. Outside professional services consist of legal, accounting and audit services and other consulting fees. Allocated expenses consist of rent, depreciation and other expenses related to our office and research and development facility not otherwise included in research and development expenses. We expect to increase our administrative headcount as we advance our product candidates through clinical development, which will increase our general and administrative expenses. Interest and Other Income, Net Interest and other income, net , consists pr imarily of interest income and investment income earned on our cash, cash equivalents, and marketable securities, gains and losses on foreign currency hedges, and sublease income. 29 Table of Contents Results of Operations Comparison of the three months ended March 31, 2022 and 2021 The following table sets forth the significant components of our results of operations (in thousands): Three Months Ended March 31, Change 2022 2021 $ % Collaboration revenue: Collaboration revenue from customers $ 42,141 $ 7,922 $ 34,219 * % Other collaboration revenue — 1 (1) (100) Total collaboration revenue 42,141 7,923 34,218 * Operating expenses: Research and development 86,098 60,207 25,891 43 General and administrative 22,541 18,936 3,605 19 Total operating expenses 108,639 79,143 29,496 37 Loss from operations (66,498) (71,220) 4,722 (7) Interest and other income, net 1,278 1,179 99 8 Net loss $ (65,220) $ (70,041) $ 4,821 (7) % __________________________________________________ * Percentage is not meaningful. Collaboration revenue. Collaboration revenue was $42.1 million and $7.9 million for the three months ended March 31, 2022 and 2021, respectively. The increase in collaboration revenue of $34.2 million for the three months ended March 31, 2022 compared to the three months ended March 31, 2021 was primarily due to an increase in revenue from our collaborations with Takeda and Biogen of $32.9 million and $1.3 million, respectively. Takeda revenue for the three months ended March 31, 2022 is composed of $27.9 million recognized due to the performance obligation satisfaction associated with termination of the Tau program, and $12.0 million related to the milestone earned for approval of the CTA for TAK-594/DNL593 (PTV:PGRN). Research and development expen ses. Research and development expenses were $86.1 million and $60.2 million for the three months ended March 31, 2022 and 2021, respectively. The following table summarizes our research and development expenses by program and category (in thousands): Three Months Ended March 31, 2022 2021 LRRK2 program external expenses $ 1,196 $ 2,376 ETV:IDS program external expenses 17,890 6,886 eIF2B program external expenses 3,935 4,340 PTV program external expenses 4,143 2,608 TV platform and other program external expenses 8,489 4,875 Other external research and development expenses 7,506 5,479 Personnel related expenses (1) 36,064 27,767 Other unallocated research and development expenses 9,148 8,387 Net cost sharing payments (reimbursements) (2) (2,273) (2,511) Total research and development expenses $ 86,098 $ 60,207 __________________________________________________ (1) Personnel related expenses include stock-based compensation expense of $15.6 million and $12.3 million for the three months ended March 31, 2022 and 2021, respectively, reflecting an increase of $3.3 million. 30 Table of Contents (2) There were $2.3 million and $2.5 million in net cost sharing reimbursements during the three months ended March 31, 2022 and 2021, respectively. For the three months ended March 31, 2022, net cost sharing reimbursements includes $2.9 million of reimbursements from Takeda for the PTV:PGRN program (included within PTV program external program expenses and Personnel related expenses) and $2.1 million of reimbursements from Takeda for the ATV:TREM2 program (included within TV platform and other program external expenses and Personnel related expenses). These cost sharing reimbursements were partially offset by cost sharing payments of $2.7 million to Biogen for LRRK2 program external expenses and program internal expenses (included within Personnel related expenses). For the three months ended March 31, 2021, the entire amount represents cost sharing reimbursements from Biogen. The increase in research and development expenses of approximately $25.9 million for the three months ended March 31, 2022 compared to the three months ended March 31, 2021, was primarily attributable to the following: • An increase of $11.0 million in ETV:IDS program external expenses reflecting the continued progress of this program in clinical trials during 2022; • An increase of $8.4 million in personnel related expenses, consisting of a $3.3 million increase in stock-based compensation expense primarily attributable to additional equity award grants, and a $5.1 million increase in salaries and related expenses attributable to an increase in our research and development headcount; • Increases of $1.5 million, $3.6 million and $2.0 million in PTV program external expenses, TV platform and other program external expenses, and other external research and development expenses, respectively, reflecting the progress in our PTV:PGRN and ATV:TREM2 programs as well as our continued investment in developing a robust pipeline; • An increase of $0.8 million in other unallocated research and development expenses, primarily due to an increase of $0.4 million in lab consumable expenses, an increase in facilities-related expenses of $0.2 million including depreciation expense, both due to our increased research and development headcount, and $0.2 million in other research costs; and • A decrease of $0.2 million in cost sharing reimbursements, as discussed above. These increases were partially offset by a decrease in external expenses related to the LRRK2 program of $1.2 million primarily due to the transition of clinical activities to Biogen, and a decrease of $0.4 million in eIF2B program external expenses. General and administrative expenses. General and administrative expenses were $22.5 million for the three months ended March 31, 2022 compared to $18.9 million for the three months ended March 31, 2021. The increase of $3.6 million was primarily attributable to the following: • $3.4 million of increased personnel related expenses, driven by higher general and administrative headcount and stock-based compensation expense associated with additional equity award grants; • $0.4 million of increased other general costs, including software subscriptions, insurance, and travel related expenses; and • $0.1 million of increased facilities related expenses, including depreciation expense. These increases were partially offset by a decrease of $0.3 million in legal and other professional services expenses due to accounting and tax fees incurred in 2021 associated with assessment of the Biogen Collaboration Agreement. 31 Table of Contents Liquidity and Capital Resources Sources of Liquidity We fund our operations primarily with the proceeds from the sale of common stock in public offerings and payments received from our collaboration agreements with Takeda, Sanofi, and Biogen. In our January 2020 follow-on offering, we sold 9.0 million shares of common stock (inclusive of shares sold pursuant to an overallotment option granted to the underwriters in connection with the offering) through an underwritten public offering at a price of $23.00 per share for aggregate net proceeds of approximately $193.9 million. In February 2022, we established a registered “at-the-market” facility for the sale of up to $400.0 million of shares of common stock from time to time by entering into an equity distribution agreement with Goldman Sachs & Co. LLC, SVB Securities LLC and Cantor Fitzgerald & Co. as sales agents. We have not yet issued any shares under the facility. Pursuant to our collaboration agreements with Takeda, Sanofi and Biogen, through March 31, 2022 we have received upfront, option and milestone payments of $93.0 million , $150.0 million, and $560.0 million, respectively, and have also received $13.7 million and $15.8 million of cost sharing reimbursements from Takeda and Biogen, respectively, and have received $13.7 million of reimbursement from Sanofi for the Phase 1b trial for DNL747 for ALS and associated activities. Further, under associated stock purchase agreements with Takeda and Biogen, through March 31, 2022 we have received $110.0 million and $465.0 million, respectively, for the sale and issuance of shares of our common stock to collaboration partners. As of March 31, 2022, we had cash, cash equivalents and marketable securities in the amount of $1.2 billion. Future Funding Requirements and Commitments To date, we have not generated any product revenue. We do not expect to generate any product revenue unless and until we obtain regulatory approval of and commercialize any of our product candidates, and we do not know when, or if, either will occur. We expect to continue to incur significant losses for the foreseeable future, and we expect the losses to increase as we expand our research and development activities and continue the development of, and seek regulatory approvals for, our product candidates, and begin to commercialize any approved products. Further, we expect general and administrative expenses to increase as we continue to incur additional costs associated with supporting our growing operations. We are subject to all of the risks typically related to the development of new product candidates, and we may encounter unforeseen expenses, difficulties, complications, delays and other unknown factors that may adversely affect our business. We anticipate that we will need substantial additional funding in connection with our continuing operations. 32 Table of Contents Until we can generate a sufficient amount of revenue from the commercialization of our product candidates or from our existing collaboration agreements, or future agreements with other third parties, if ever, we expect to finance our future cash needs through public or private equity or debt financings. Additional capital may not be available on reasonable terms, if at all. If we are unable to raise additional capital in sufficient amounts or on terms acceptable to us, we may have to significantly delay, scale back or discontinue the development or commercialization of one or more of our product candidates. If we raise additional funds through the issuance of additional debt or equity securities, it could result in dilution to our existing stockholders, increased fixed payment obligations and the existence of securities with rights that may be senior to those of our common stock. If we incur indebtedness, we could become subject to covenants that would restrict our operations and potentially impair our competitiveness, such as limitations on our ability to incur additional debt, limitations on our ability to acquire, sell or license intellectual property rights and other operating restrictions that could adversely impact our ability to conduct our business. Additionally, any future collaborations we enter into with third parties may provide capital in the near term but limit our potential cash flow and revenue in the future. Any of the foregoing could significantly harm our business, financial condition and prospects. Since our inception, we have incurred significant losses and negative cash flows from operations. We have an accumulated deficit of $710.2 million through March 31, 2022. We expect to incur substantial additional losses in the future as we conduct and expand our research and development activities. We believe that our existing cash, cash equivalents and marketable securities will be sufficient to enable us to fund our projected operations through at least the 12 months following the filing date of this Form 10-Q, including our existing commitments as outlined below. We have based this estimate on assumptions that may prove to be wrong, and we could utilize our available capital resources sooner than we currently expect. In the longer term, we anticipate that we will need substantial additional resources to fund our operations and meet future commitments. Our existing commitments primarily relate to our obligations under existing lease agreements and the DMSA with Lonza Sales AG ("Lonza") for the development and manufacture of biologic products. As of March 31, 2022, operating lease liabilities were $62.7 million. Under the SLC lease which has not yet commenced, we have future undiscounted lease payments totaling approximately $12.5 million. Under the DMSA with Lonza, we had total non-refundable purchase commitments of $35.2 million as of March 31, 2022, with certain amounts subject to cost sharing with Takeda. Further, in the normal course of business, we enter into various firm purchase commitments primarily related to research and development activities. While the lease obligations span multiple years, the vast majority of the purchase commitments with Lonza and other obligations are due within 12 months. These commitments are more fully described in Note 9, "Commitments and Contingencies" to the consolidated financial statements included in Item 1. of our Annual Report on Form 10-K and have not materially changed during the three months ended March 31, 2022. Our future funding requirements, including changes to and new commitments, will depend on many factors, including: • the timing and progress of preclinical and clinical development activities; • the number and scope of preclinical and clinical programs we decide to pursue; • the progress of the development efforts of third parties with whom we have entered into license and collaboration agreements; • our ability to maintain our current research and development programs and to establish new research and development, license or collaboration arrangements; • our ability and success in securing manufacturing relationships with third parties or in establishing and operating a manufacturing facility; • the costs involved in prosecuting, defending and enforcing patent claims and other intellectual property claims; 33 Table of Contents • the cost and timing of regulatory approvals; • our efforts to enhance operational, financial and information management systems and hire additional personnel, including personnel to support development of our product candidates; and • the costs and ongoing investments to in-license and/or acquire additional technologies. A change in the outcome of any of these or other variables with respect to the development of any of our product candidates could significantly change the costs and timing associated with the development of that product candidate. Furthermore, our operating plans may change in the future, and we may need additional funds to meet operational needs and capital requirements associated with such operating plans. Cash Flows The following table sets forth a summary of the primary sources and uses of cash for each of the periods presented below (in thousands): Three Months Ended March 31, 2022 2021 Net cash used in operating activities $ (72,109) $ (50,240) Net cash used in investing activities (117,878) (25,405) Net cash provided by financing activities 1,463 3,822 Net decrease in cash, cash equivalents and restricted cash $ (188,524) $ (71,823) Net Cash Used In Operating Activities During the three months ended March 31, 2022, cash used in operating activities was $72.1 million, which consisted of a net loss of $65.2 million, adjusted by non-cash items primarily related to stock-based compensation and depreciation, net amortization of discounts on marketable securities and non-cash rent expenses. Cash used in operating activities was also driven by changes in our operating assets and liabilities. Net Cash Used In Investing Activities During the three months ended March 31, 2022, cash used in investing activities was $117.9 million, which consisted of $364.3 million of purchases of marketable securities and $4.1 million of capital expenditures to purchase property and equipment, partially offset by $250.5 million in proceeds from maturities of marketable securities. Net Cash Provided By Financing Activities During the three months ended March 31, 2022, cash provided by financing activities was $1.5 million in proceeds from the exercise of options to purchase common stock. 34 Table of Contents Critical Accounting Estimates This discussion and analysis of our financial condition and results of operations is based on our consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, as well as the reported revenues recognized and expenses incurred during the reporting periods. Our estimates are based on our historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Our significant accounting policies are described in detail in the notes to our consolidated financial statements included elsewhere in this report. In our “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the SEC on February 28, 2022, we described the accounting estimates that we believe involve a significant level of estimation uncertainty which could have a material impact on our financial condition or results of operations. There have been no material changes to these critical accounting estimates during the three months ended March 31, 2022. Recent Accounting Pronouncements There have been no new accounting pronouncements or changes to accounting pronouncements during the three months ended March 31, 2022 , as compared to the recent accounting pronouncements described in our Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the SEC on February 28, 2022, that are of significance or potential significance to us. 35 Table of Contents