What changed in this filing

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Item 1. Financial Statements

2021-11-15 compared with 2021-08-10 · 92 added, 83 removed, 583 unchanged (23% of the section changed)

4 unchanged sentences

( Unaudited )

September 30,

Current assets

24 unchanged sentences

Preferred stock, $ 0.0001 par value, 10,000,000 shares authorized as of

June 30, 2021 and December 31, 2020;

September 30, 2021 and December 31, 2020;

no shares issued and

outstanding as of June 30, 2021 and December 31, 2020

outstanding as of September 30, 2021 and December 31, 2020

Common stock, $ 0.0001 par value, 300,000,000 shares authorized as of

June 30, 2021 and December 31, 2020;

September 30, 2021 and December 31, 2020;

38,463,086 and 29,537,216

shares issued and outstanding as of June 30, 2021 and

shares issued and outstanding as of September 30, 2021 and

December 31, 2020

10 unchanged sentences

Three Months Ended

Six months ended

September 30,

Nine months ended

September 30,

Collaboration revenue

19 unchanged sentences

Income (Loss)

Balances as of March 31, 2021

Issuance of common stock related to at-the-market offering program

Balances as of June 30, 2021

Issuance of common stock upon follow-on public offering, net of

issuance costs

Issuance of common stock upon exercise of stock options

Employee stock purchase plan (ESPP) purchase

Vesting of early exercised common stock options

1 unchanged sentence

Other comprehensive loss

Balances as of September 30, 2021

Balances as of June 30, 2020

Balances as of March 31, 2020

Issuance of common stock upon follow-on public offering, net of

issuance costs

Issuance of common stock in private placement, net of issuance costs

Issuance of common stock upon exercise of stock options

Employee stock purchase plan (ESPP) purchase

Repurchase of early exercised shares

1 unchanged sentence

Stock-based compensation

Other comprehensive income

Balances as of June 30, 2020

Other comprehensive loss

Balances as of September 30, 2020

The accompanying notes are an integral part of these condensed financial statements.

7 unchanged sentences

Balances as of December 31, 2020

Issuance of common stock upon follow-on public offering, net of

issuance costs

Issuance of common stock related to at-the-market offering program

4 unchanged sentences

Other comprehensive loss

Balances as of June 30, 2021

Balances as of September 30, 2021

Balances as of December 31, 2019

1 unchanged sentence

issuance costs

Issuance of common stock in private placement, net of issuance costs

Issuance of common stock upon exercise of stock options

3 unchanged sentences

Stock-based compensation

Other comprehensive income

Balances as of June 30, 2020

Other comprehensive loss

Balances as of September 30, 2020

The accompanying notes are an integral part of these condensed financial statements.

3 unchanged sentences

( Unaudited )

Six Months Ended June 30,

Nine Months Ended September 30,

Cash flows from operating activities

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

Adjustments to reconcile net loss to net cash (used in) provided by operating activities

Depreciation and amortization

11 unchanged sentences

Lease liabilities

Net cash used in operating activities

Net cash (used in) provided by operating activities

Cash flows from investing activities

3 unchanged sentences

Sales of marketable securities

Net cash (used in) provided by investing activities

Net cash used in investing activities

Cash flows from financing activities

2 unchanged sentences

net of issuance costs

Proceeds from issuance of common stock in private placement, net of issuance costs

Proceeds from exercise of common stock options, net of repurchases

24 unchanged sentences

To date, the Company has been primarily engaged in business planning, research, development, recruiting and raising capital.

Follow-On Offering

On July 12, 2021, the Company completed an underwritten public offering and sold and issued 5,333,333 shares of common stock, which included shares issued upon the underwriters’ exercise in full of their overallotment option to purchase 695,652 additional shares, at a price to the public of $ 17.25 per share for net proceeds of $ 86.0 million, after deducting underwriting discounts and commissions and other offering expenses.

At-the-Market Offering

2 unchanged sentences

On January 20, 2021, the Company entered into a new open market sale agreement (the “January 2021 Sales Agreement”) with Jefferies, pursuant to which the Company may offer and sell shares of its common stock with an aggregate offering price of up to $ 90.0 million under an “at the market” offering program.

For the six months ended June 30, 2021, the Company sold an aggregate of 3,407,872 shares for net proceeds of $ 57.3 million after deducting sales commission and other expenses under the August 2020 Sales Agreement and January 2021 Sales Agreement.

The Company has incurred significant losses and negative cash flows from operations in all periods since inception and had an accumulated deficit of $ 147.0 million as of June 30, 2021.

For the nine months ended September 30, 2021, the Company sold an aggregate of 3,407,872 shares for net proceeds of $ 57.3 million after deducting sales commission and other expenses under the August 2020 Sales Agreement and the January 2021 Sales Agreement.

The Company has incurred significant losses and negative cash flows from operations in all periods since inception and had an accumulated deficit of $ 158.5 million as of September 30, 2021.

The Company has historically financed its operations primarily through the sale of convertible notes, redeemable convertible preferred stock and common stock, and payments received from its collaboration arrangement.

4 unchanged sentences

Failure to generate sufficient cash flows from operations, raise additional capital or reduce certain discretionary spending would have a material adverse effect on the Company’s ability to achieve its intended business objectives.

As of June 30, 2021, the Company had cash, cash equivalents and marketable securities of $ 312.4 million.

As of September 30, 2021, the Company had cash, cash equivalents and marketable securities of $ 385.8 million.

Management believes that the Company’s current cash, cash equivalents and marketable securities will be sufficient to fund its planned operations for at least 12 months from the date of the issuance of these financial statements.

2 unchanged sentences

The unaudited condensed financial statements and accompanying notes have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S.

Certain footnotes or other financial information that are normally required by GAAP have been condensed or omitted, and accordingly the balance sheet as of December 31, 2020 has been derived from the audited financial statements at that date but does not include all of the information required by GAAP for complete financial statements.

The accompanying balance sheet as of June 30, 2021, the statements of operations and comprehensive loss for the three and six months ended June 30, 2021 and June 30, 2020, the statements of stockholders’ equity for the three and six months ended June 30, 2021 and June 30, 2020, and the statements of cash flows for the six months ended June 30, 2021 and June 30, 2020

are unaudited.

In the opinion of management, the unaudited data reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of June 30, 2021 , the results of its operations and comprehensive loss for the three and six months ended June 30, 2021 and June 30, 2020 and its cash flows for the six months ended June 30, 2021 and June 30, 2020 .

The financial data and other information disclosed in these notes related to the three and six months ended June 30, 2021 and June 30, 2020 are also unaudited.

The results for the three and six months ended June 30, 2021 are not necessarily indicative of results to be expected for the year ending December 31, 2021 , any other interim periods or any future year or period .

not include all of the information required by GAAP for complete financial statements.

The accompanying balance sheet as of September 30, 2021 , the statements of operations and comprehensive loss for the three and nine months ended September 30, 2021 and September 30, 2020 , the statements of stockholders’ equity for the three and nine months ended September 30, 2021 and September 30, 2020 , and the statements of cash flows for the nine months ended September 30, 2021 and September 30, 2020 are unaudited.

In the opinion of management, the unaudited data reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of September 30, 2021 , the results of its operations and comprehensive loss for the three and nine months ended September 30, 2021 and September 30, 2020 and its cash flows for the nine months ended September 30, 2021 and September 30, 2020 .

The financial data and other information disclosed in these notes related to the three and nine months ended September 30, 2021 and September 30, 2020 are also unaudited.

The results for the three and nine months ended September 30, 2021 are not necessarily indicative of results to be expected for the year ending December 31, 2021 , any other interim periods or any future year or period .

The accompanying interim unaudited condensed financial statements should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2020, which are included in the Company’s Annual Report on Form 10-K, filed with the SEC on March 23, 2021 (the “Form 10-K”).

26 unchanged sentences

Beginning in late 2019, the outbreak of a novel strain of virus named SARS-CoV-2 (severe acute respiratory syndrome coronavirus 2), or coronavirus, which causes coronavirus disease 2019, or COVID-19, has evolved into a global pandemic.

The extent of the impact of the coronavirus outbreak on the Company’s business will depend on certain developments, including the duration and spread of the outbreak and the extent and severity of the impact on the Company’s clinical trial activities, research activities and suppliers, all of which are uncertain and cannot be predicted.

At this point, the extent to which the coronavirus outbreak may materially impact the Company’s financial condition, liquidity or results of operations is uncertain.

32 unchanged sentences

The Company applies the five-step model to contracts when (1) parties have approved the contract and are committed to performing respective obligations, (2) the Company can identify each party’s rights regarding the goods or services to be transferred, (3) the Company can identify the payment terms for the goods or services to be transferred, (4) the contract has commercial substance, and (5) it is probable that the Company will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer.

At contract inception, the Company assesses the goods or services promised within each contract and determines the performance obligations by assess ing whether each promised good or service is distinct.

Goods or services that are not distinct are bundled with other goods or services in the contract until a bundle of goods or services that is distinct is created.

At contract inception, the Company assesses the goods or services promised within each contract and determines the performance obligations by assessing whether each promised good or service is distinct.

Goods or services that are not distinct are

bundled with other goods or services in the contract until a bundle of goods or services that is distinct is created.

The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligations when (or as) the performance obligations are satisfied.

84 unchanged sentences

In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as considers counterparty credit risk in its assessment of fair value.

As of June 30, 2021, financial assets measured and recognized at fair value are as follows (in thousands):

June 30, 2021

As of September 30, 2021, financial assets measured and recognized at fair value are as follows (in thousands):

September 30, 2021

government securities

14 unchanged sentences

Included in cash and cash equivalents on the balance sheet

As of June 30, 2021, all marketable securities had a remaining maturity of one year or less, except for U.S.

As of September 30, 2021, all marketable securities had a remaining maturity of one year or less, except for U.S.

government securities and corporate bonds with a fair value of $ 121.2 million that had maturities of one to two years .

As of December 31, 2020, all marketable securities had a remaining maturity of one year or less.

There were no financial liabilities measured and recognized at fair value as of June 30, 2021 and December 31, 2020.

There were no financial liabilities measured and recognized at fair value as of September 30, 2021 and December 31, 2020.

Balance Sheet Components

1 unchanged sentence

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

September 30,

Laboratory equipment

6 unchanged sentences

Property and equipment, net

Depreciation and amortization expense was $ 0.4 million and $ 0.4 million for the three months ended June 30, 2021 and June 30, 2020, respectively, and $ 0.8 million and $ 0.7 million for the six months ended June 30, 2021 and June 30, 2020, respectively

Depreciation and amortization expense was $ 0.5 million and $ 0.3 million for the three months ended September 30, 2021 and September 30, 2020, respectively, and $ 1.3 million and $ 1.0 million for the nine months ended September 30, 2021 and September 30, 2020, respectively.

Accrued Liabilities

Accrued liabilities consisted of the following (in thousands):

September 30,

Accrued research and development expenses

6 unchanged sentences

The Company accrues for these matters when it is probable that future expenditures will be made and these expenditures can be reasonably estimated.

As of June 30, 2021, the Company does not believe that any such matters, individually or in the aggregate, will have a material adverse effect on the Company’s financial position, results of operations or cash flows.

As of September 30, 2021, the Company does not believe that any such matters, individually or in the aggregate, will have a material adverse effect on the Company’s financial position, results of operations or cash flows.

Indemnification

5 unchanged sentences

As a result, the Company believes the fair value of these agreements is not material.

The Company did no t record a federal or state income tax provision or benefit for the three and six months ended June 30, 2021 and June 30, 2020 as it has incurred net losses since inception.

The Company did no t record a federal or state income tax provision or benefit for the three and nine months ended September 30, 2021 and September 30, 2020 as it has incurred net losses since inception.

In addition, the net deferred tax assets generated from net operating losses are fully offset by a valuation allowance as the Company believes it is not more likely than not that the benefit will be realized.

As of June 30, 2021 and December 31, 2020, the Company’s certificate of incorporation authorized the Company to issue 300,000,000 shares of common stock at a par value of $ 0.0001 per share.

As of September 30, 2021 and December 31, 2020, the Company’s certificate of incorporation authorized the Company to issue 300,000,000 shares of common stock at a par value of $ 0.0001 per share.

Each share of common stock is entitled to one vote.

The holders of common stock are also entitled to receive dividends whenever funds are legally available and when declared by the Company’s board of directors.

As of June 30, 2021 and December 31, 2020, no dividends have been declared to date.

As of September 30, 2021 and December 31, 2020, no dividends have been declared to date.

The Company had reserved common stock for future issuance as follows:

September 30,

Exercise of outstanding options under the 2015 and 2019 Plans

22 unchanged sentences

The ESPP is intended to constitute an “employee stock purchase plan” under Section 423(b) of the Internal Revenue Code of 1986, as amended.

As of June 30, 2021, a total of 624,227 shares of common stock were reserved for issuance under the ESPP, subject to an annual increase on January 1 of each year.

For the six months ended June 30, 2021, the Company recorded $ 0.2 million of compensation expense related to participation in the ESPP.

As of September 30, 2021, a total of 624,227 shares of common stock were reserved for issuance under the ESPP, subject to an annual increase on January 1 of each year.

For the nine months ended September 30, 2021, the Company recorded $ 0.3 million of compensation expense related to participation in the ESPP.

Stock-Based Compensation Expense

Total stock-based compensation expense recorded related to awards granted to employees and non-employees was as follows (in thousands):

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Research and development

10 unchanged sentences

Options canceled

Balance, June 30, 2021

Exercisable as of June 30, 2021

Balance, September 30, 2021

Exercisable as of September 30, 2021

Vested and expected to vest as of

June 30, 2021

The weighted-average grant-date fair value of options granted during the six months ended June 30, 2021 and June 30, 2020 was $ 15.71 and $ 5.38 per share, respectively.

The aggregate intrinsic value of options exercised for the six months ended June 30, 2021 and June 30, 2020 was $ 0.9 million and $ 1.0 million, respectively.

September 30, 2021

The weighted-average grant-date fair value of options granted during the nine months ended September 30, 2021 and September 30, 2020 was $ 15.95 and $ 6.00 per share, respectively.

The aggregate intrinsic value of options exercised for the nine months ended September 30, 2021 and September 30, 2020 was $ 2.4 million and $ 1.4 million, respectively.

Intrinsic values are calculated as the difference between the exercise price of the underlying options and the fair value of the common stock on the date of exercise.

As of June 30, 2021 and December 31, 2020, total unrecognized stock-based compensation expense for stock options was $ 21.4 million and $ 8.5 million, respectively, which is expected to be recognized over a weighted-average period of 2.70 years and 2.51 years, respectively.

As of September 30, 2021 and December 31, 2020, total unrecognized stock-based compensation expense for stock options was $ 21.5 million and $ 8.5 million, respectively, which is expected to be recognized over a weighted-average period of 2.59 years and 2.51 years, respectively.

Early Exercise of Stock Options

2 unchanged sentences

The proceeds are initially recorded in other liabilities from the early exercise of stock options and are reclassified to additional paid-in capital as the Company’s repurchase right lapses.

During the six months ended June 30, 2021 and June 30, 2020, the Company repurchased zero and 5,169 shares of common stock, respectively.

As of June 30, 2021 and December 31, 2020, shares that were subject to repurchase were 1,255 and 14,460 , respectively.

The aggregate exercise price of early exercised shares as of June 30, 2021 and December 31, 2020 was less than $ 0.1 million in each period, which were recorded in other current liabilities and other non-current liabilities.

During the nine months ended September 30, 2021 and September 30, 2020, the Company repurchased zero and 10,518 shares of common stock, respectively.

As of September 30, 2021 and December 31, 2020, shares that were subject to repurchase were 192 and 14,460 , respectively.

The aggregate exercise price of early exercised shares as of September 30, 2021 and December 31, 2020 was less than $ 0.1 million in each period, which were recorded in other current liabilities and other non-current liabilities.

Black-Scholes Assumptions

1 unchanged sentence

Three Months Ended

June 30, 2021

September 30, 2021

Three Months Ended

June 30, 2020

Six Months Ended

June 30, 2021

Six Months Ended

June 30, 2020

September 30, 2020

Nine Months Ended

September 30, 2021

Nine Months Ended

September 30, 2020

Expected term

1 unchanged sentence

5.5 - 6.1 years

5.4 - 6.1 years

Expected volatility

24 unchanged sentences

Unvested, December 31, 2020

Unvested, June 30, 2021

As of June 30, 2021 and December 31, 2020, 7,313 and 14,625 shares of restricted stock, respectively, were outstanding with an aggregate purchase price of less than $ 0.1 million in each period, which is recorded in other non-current liabilities on the balance sheets.

Unvested, September 30, 2021

As of September 30, 2021 and December 31, 2020, 7,313 and 14,625 shares of restricted stock, respectively, were outstanding with an aggregate purchase price of less than $ 0.1 million in each period, which is recorded in other non-current liabilities on the balance sheets.

The restricted stock vests upon the achievement of pre-defined research milestones.

1 unchanged sentence

Shares of restricted stock are subject to a right of repurchase at the original purchase price held by the Company.

As the restricted stock was purchased by an employee at a price equal to its fair value at the time of issuance, there was no stock-based compensation expense related to these awards.

The total fair value of restricted stock vested during the six months ended June 30, 2021 and June 30, 2020 was $ 0.1 million and zero , respectively.

As the restricted stock was purchased by an employee at a price equal to its fair value at the time of

issuance, there was no stock-based compensation expense related to these awards.

The total fair value of restricted stock vested during the nine months ended September 30, 2021 and September 30, 2020 was $ 0.1 million and zero , respectively .

Significant Agreements

3 unchanged sentences

On July 27, 2020 (“Effective Date”), the Company and GSK received Hart-Scott-Rodino Antitrust Improvements Act clearance, or HSR Clearance, and the GSK Collaboration Agreement became effective.

Pursuant to the GSK Collaboration Agreement, GSK agreed to pay the Company $ 100.0 million (the “Upfront Payment”) within ten business days of the Effective Date of the GSK Collaboration Agreement.

On July 31, 2020, the Company received the Upfront Payment.

Pursuant to the GSK Collaboration Agreement, GSK paid the Company $ 100.0 million (the “Upfront Payment”) on July 31, 2020.

MAT2A Program

5 unchanged sentences

GSK will be solely responsible for costs of the conduct of the MAT2A Combination Trial, except for supply of the MAT2A product therefor, to be provided by the Company at its own cost.

As of June 30, 2021, GSK has not initiated nor requested the Company to initiate the MAT2A Combination Trial.

As of September 30, 2021, GSK has neither initiated nor requested that the Company initiate the MAT2A Combination Trial.

Subject to GSK’s exercise of the Option, GSK will lead later stage global clinical development for the MAT2A program, with IDEAYA responsible for 20 % and GSK responsible for 80 % of further development costs.

39 unchanged sentences

Pfizer Clinical Trial Collaboration and Supply Agreement

In March 2020, the Company entered into a clinical trial collaboration and supply agreement with Pfizer Inc., or the Supply Agreement, as amended in September 2020 and April 2021.

In March 2020, the Company entered into a clinical trial collaboration and supply agreement with Pfizer Inc., or the Supply Agreement, as amended in September 2020, April 2021 and August 2021.

Pursuant to the Supply Agreement, Pfizer supplies the Company with their MEK inhibitor, binimetinib, and cMET inhibitor, crizotinib, to evaluate combinations of darovasertib independently with each of the Pfizer compounds, in patients with tumors harboring activating GNAQ or GNA11 hotspot mutations.

5 unchanged sentences

Under the license agreement, the Company is liable to make contingent development and sales milestone payments of up to $ 29.0 million and mid to high single digit royalty payments of the net sales of licensed products.

As of June 30, 2021, the Company has not achieved any of the development and sales milestones.

As of September 30, 2021, the Company has not achieved any of the development and sales milestones.

Revenue Recognition

3 unchanged sentences

The following table presents revenue disaggregated by research program (in thousands):

Three Months Ended

June 30, 2021

Six Months Ended

June 30, 2021

Three Months Ended September 30,

Nine Months Ended September 30,

Total collaboration revenue

Contract balances

The following table presents the significant changes in the balance of contract liabilities during the six months ended June 30, 2021 (in thousands):

The following table presents the significant changes in the balance of contract liabilities during the nine months ended September 30, 2021 (in thousands):

Contract liabilities

3 unchanged sentences

Increase in accounts receivable

Balance as of June 30, 2021

Balance as of September 30, 2021

The timing of revenue recognition, billings, and cash collections results in accounts receivable, contract assets, and contract liabilities on the balance sheets.

33 unchanged sentences

During the year ended December 31, 2020, GSK exercised the Preclinical MAT2A License, and the Company has made the underlying MAT2A technology available to GSK, which is immediately able to use and benefit from its right to use the intellectual property.

During the three and six months ended June 30, 2021, the Company recognized less than $ 0.1 million of revenue from the Preclinical MAT2A License in each period.

During the three and nine months ended September 30, 2021, the Company recognized less than $ 0.1 million of revenue from the Preclinical MAT2A License in each period.

If GSK elects to conduct the MAT2A Combination Trial, the Company will supply MAT2A product to be used for the MAT2A Combination Trial at its own cost.

1 unchanged sentence

The Company will recognize revenue, as it transfers the control of the MAT2A product to GSK.

The Company has not supplied MAT2A product as of June 30, 2021.

The Company has not supplied MAT2A product as of September 30, 2021.

Transaction price allocated to the remaining performance obligations

The following table presents the transaction price allocated to the remaining performance obligations as of June 30, 2021 (in thousands):

The following table presents the transaction price allocated to the remaining performance obligations as of September 30, 2021 (in thousands):

Performance Obligations

10 unchanged sentences

Three Months Ended

Six Months Ended

September 30,

Nine Months Ended

September 30,

Net loss attributable to common stockholders

8 unchanged sentences

The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive:

As of June 30,

As of September 30,

Options to purchase common stock

1 unchanged sentence

Unvested early exercised common stock options

Subsequent Event

On July 12, 2021, the Company completed an underwritten public offering and sold and issued 5,333,333 shares of common stock at a price to the public of $ 17.25 per share for net proceeds of $ 86.5 million, after deducting underwriting discounts and commissions but before deducting other offering expenses, which included shares issued upon the underwriters’ exercise in full of their overallotment option to purchase 695,652 additional shares.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements