What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2021-08-10 compared with 2021-05-12 · 87 added, 34 removed, 297 unchanged (29% of the section changed)

23 unchanged sentences

Stockholders' equity:

Preferred stock - $ 0.001 par value, 5 million shares authorized and 0 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively

Common stock, $ 0.001 par value, 150 million shares authorized, 83.0 million and 50.7 million shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively

Preferred stock - $ 0.001 par value, 5 million shares authorized and 0 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively

Common stock, $ 0.001 par value, 150 million shares authorized, 83.1 million and 50.7 million shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively

Additional paid-in capital

8 unchanged sentences

For the Three Months Ended

For the Six Months Ended

Total revenues

Operating expenses:

5 unchanged sentences

( 6,357,556 )

Other income (expense):

( 19,690,172 )

( 13,001,169 )

Other income:

Change in fair value of warrant liabilities

2 unchanged sentences

( 6,341,699 )

( 19,686,232 )

( 12,827,343 )

Net loss per share, basic and diluted

3 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

For the Three Months Ended June 30, 2021

Additional Paid-

Stockholders’

Balance at April 1, 2021

( 365,018,934 )

Stock options exercised for cash

Stock-based compensation

( 10,906,782 )

Balance at June 30, 2021

( 375,925,716 )

For the Six Months Ended June 30, 2021

Additional Paid-

Stockholders’

Balance at January 1, 2021

1 unchanged sentence

Issuance of common stock for cash (net of offering costs of $ 3.9 million)

Stock options exercised for cash

Stock-based compensation

1 unchanged sentence

( 19,686,232 )

Balance at March 31, 2021

Balance at June 30, 2021

( 375,925,716 )

For the Three Months Ended June 30, 2020

Additional Paid-

Stockholders’

Balance at April 1, 2020

( 334,019,058 )

Stock-based compensation

( 6,341,699 )

Balance at June 30, 2020

( 340,360,757 )

For the Six Months Ended June 30, 2020

Additional Paid-

Stockholders’

Balance at January 1, 2020

5 unchanged sentences

( 12,827,343 )

Balance at March 31, 2020

Balance at June 30, 2020

( 340,360,757 )

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Three Months Ended

For the Six Months Ended

Cash Flows from Operating Activities:

8 unchanged sentences

Prepaid expenses and deposits

( 1,106,072 )

Other receivables

Accounts payable and accrued expenses

( 2,442,581 )

Lease liability

4 unchanged sentences

Purchase of property and equipment

( 1,299,193 )

Purchase of construction in progress

( 2,629,141 )

Net cash used in investing activities

( 3,928,334 )

Cash Flows from Financing Activities:

1 unchanged sentence

Proceeds from exercise of warrants

Proceeds from exercise of stock options

Net cash provided by financing activities

3 unchanged sentences

Cash and cash equivalents at end of the period

For the Three Months Ended

For the Six Months Ended

Supplemental schedule of non-cash financing activities:

Offering cost not yet paid

Reclassifications between construction in progress and fixed assets

Issuance of common stock as commitment fee for future financing

Recognition of right-of-use assets and lease liability from new operating lease agreement

See accompanying notes to these unaudited condensed consolidated financial statements.

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2021

June 30, 2021

NATURE OF OPERATIONS

7 unchanged sentences

The results for the condensed consolidated statement of operations are not necessarily indicative of results to be expected for the year ending December 31, 2021 or for any future interim period.

The condensed consolidated balance sheet at March 31, 2021 has been derived from unaudited financial statements;

The condensed consolidated balance sheet at June 30, 2021 has been derived from unaudited financial statements;

however, it does not include all of the information and notes required by U.S.

2 unchanged sentences

LIQUIDITY AND FINANCIAL CONDITION

As of March 31, 2021, the Company had cash and cash equivalents of approximately $ 64.5 million.

As of June 30, 2021, the Company had cash and cash equivalents of approximately $ 57.2 million.

The Company’s activities since inception have consisted principally of acquiring product and technology rights, raising capital, and performing research and development.

15 unchanged sentences

The Company plans to meet its capital requirements primarily through issuances of debt and equity securities and, in the longer term, revenue from sales of its product candidates, if approved.

Based on the Company’s clinical and research and development plans and its timing expectations related to the progress of its programs, the Company expects that its cash and cash equivalents as of March 31, 2021 will enable the Company to fund its operating expenses and capital expenditure requirements into the first quarter of 2023.

Based on the Company’s clinical and research and development plans and its timing expectations related to the progress of its programs, the Company expects that its cash and cash equivalents as of June 30, 2021 will enable the Company to fund its operating expenses and capital expenditure requirements into the first quarter of 2023.

The Company has based this estimate on assumptions that may prove to be wrong, and the Company could utilize its available capital resources sooner than it currently expects.

28 unchanged sentences

Diluted loss per common share is computed similarly to basic loss per common share except that it reflects the potential dilution that could occur if dilutive securities or other obligations to issue common stock were exercised or converted into common stock.

The following table sets forth the computation of net loss per share for the three months ended March 31, 2021 and 2020, respectively:

The following table sets forth the computation of net loss per share for the three and six months ended June 30, 2021 and 2020, respectively:

For the Three Months Ended

For the Six Months Ended

( 10,906,782 )

( 6,341,699 )

( 19,686,232 )

( 12,827,343 )

Weighted average common shares outstanding

2 unchanged sentences

The following securities, rounded to the nearest thousand, were not included in the diluted net loss per share calculation because their effect was anti-dilutive for the periods presented:

For the Three Months Ended

For the Six Months Ended

Common stock options

8 unchanged sentences

PROPERTY AND EQUIPMENT

Property and equipment consist of the following as of March 31, 2021 and December 31, 2020, respectively:

Property and equipment consist of the following as of June 30, 2021 and December 31, 2020, respectively:

Estimated Useful Lives

13 unchanged sentences

During January 2021, $ 4.0 million of the costs previously recorded as construction in progress were recorded to lab and manufacturing equipment and $ 2.8 million were recorded to leasehold improvements.

Depreciation expense for the three months ended March 31, 2021 and 2020 was approximately $ 0.5 million and $ 0.03 million, respectively.

Depreciation expense for the three months ended June 30, 2021 and 2020 was approximately $ 0.5 million and $ 0.1 million, respectively.

Depreciation expense for the six months ended June 30, 2021 and 2020 was approximately $ 1.0 million and $ 0.1 million, respectively.

The Company leases manufacturing, research and administrative facilities under operating leases.

7 unchanged sentences

Costs associated with operating leases are recognized on a straight-line basis within operating expenses over the term of the lease.

As of March 31, 2021, the Company had total operating lease liabilities of approximately $12.2 million and right-of-use assets of approximately $ 10.6 million, which were included in the condensed consolidated balance sheet.

As of June 30, 2021, the Company had total operating lease liabilities of approximately $12.1 million and right-of-use assets of approximately $ 10.3 million, which were included in the condensed consolidated balance sheet.

Such leases do not require any contingent rental payments, impose any financial restrictions, or contain any residual value guarantees.

3 unchanged sentences

The Company does not act as a lessor or have any leases classified as financing leases.

The following summarizes quantitative information about the Company’s operating leases for the three months ended March 31, 2021 and 2020, respectively:

The following summarizes quantitative information about the Company’s operating leases for the three and six months ended June 30, 2021 and 2020, respectively:

For the Three Months Ended

For the Six Months Ended

Operating lease expense summary:

2 unchanged sentences

Variable lease expense

For the Six Months Ended

Other information:

Operating cash flows - operating leases

Weighted-average remaining lease term – operating leases

Weighted-average discount rate as of adoption date – operating leases

The weighted-average remaining lease term as of June 30, 2021 and December 31, 2020 was approximately 8.9 years and 9.3 years, respectively.

The weighted-average discount rate used to determine the operating lease liability as of June 30, 2021 and December 31, 2020 was approximately 5.7 % and 5.7 %, respectively.

Maturities of our operating leases, excluding short-term leases, are as follows:

Nine months ended December 31, 2021

Six months ended December 31, 2021

Year ended December 31, 2022

4 unchanged sentences

( 3,765,000 )

Operating lease liabilities included in the Condensed Consolidated Balance Sheet at March 31, 2021

Operating lease liabilities included in the Condensed Consolidated Balance Sheet at June 30, 2021

ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

Accounts payable and accrued liabilities consist of the following as of March 31, 2021 and December 31, 2020, respectively:

Accounts payable and accrued liabilities consist of the following as of June 30, 2021 and December 31, 2020, respectively:

Accounts payable

Compensation and benefits

Process development expenses

Professional fees

4 unchanged sentences

by a broker seeking to be paid approximately $ 1.6 million as compensation for two financing transactions that occurred in 2018, a warrant conversion and a private placement brokered by another broker.

The broker further claims approximately $ 335,000 in interest, and approximately $ 600,000 in attorney’s fees, which are recoverable in the arbitration by the prevailing party.

The broker’s claims are based on a placement agent agreement for a private placement it brokered in 2017, under which it alleges it is entitled to compensation for the 2018 transactions.

The Company believes it has defenses to all of the allegations and intends to vigorously defend itself in this matter.

The arbitration hearing has occurred, and the parties have filed post-hearing briefs, and are awaiting a decision from the arbitrators.

STOCKHOLDERS’ EQUITY

Common Stock Transactions

Exercise of Stock Options

During the six months ended June 30, 2021, certain outstanding options were exercised for 1,456 shares of common stock providing aggregate proceeds to the Company of approximately $ 3,100 .

Board Compensation

During the six months ended June 30, 2021, the Company issued an aggregate of 63,290 shares of common stock to its non-employee directors.

The fair value of the common stock of approximately $ 0.2 million was recognized as a component of stock-based compensation expense in general and administrative expenses.

Underwritten Public Offering

4 unchanged sentences

Share Purchase Warrants

A summary of the Company’s share purchase warrants as of March 31, 2021 and changes during the period is presented below:

A summary of the Company’s share purchase warrants as of June 30, 2021 and changes during the period is presented below:

Weighted Average

5 unchanged sentences

Balance - January 1, 2021

Balance - March 31, 2021

Balance - June 30, 2021

STOCK-BASED COMPENSATION

9 unchanged sentences

Each option award was granted with an exercise price of $ 1.47 per share, the closing price of the Company’s common stock on the Nasdaq Global Market on January 4, 2021, with 25 % of the option award vesting in one year and the remaining 75 % vesting in 36 equal monthly installments thereafter over a three-year period, subject to such employee's continued service on the applicable vesting date.

A summary of the Company’s stock option activity is as follows:

Also, 100,000 stock option awards were issued during the three months ended June 30, 2021 to new employees upon their commencement of employment with the Company.

Each option award was granted with an exercise price of $ 2.19 per share, the closing price of the Company’s common stock on the Nasdaq Global Market on April 1, 2021, with 25 % of the option award vesting in one year and the remaining 75 % vesting in 36 equal monthly installments thereafter over a three-year period, subject to such employee’s continued service on the applicable vesting date.

During the six months ended June 30, 2021, 1,456 stock options were exercised for net proceeds of $ 3,100 .

A summary of the Company’s stock option activity for the six months ended June 30, 2021 is as follows:

Weighted Average

6 unchanged sentences

Canceled/Expired

Outstanding as of March 31, 2021

Outstanding as of June 30, 2021

Options vested and exercisable

The Black-Scholes option pricing model is used to estimate the fair value of stock options granted under the Company’s share-based compensation plans.

The weighted average assumptions used in calculating the fair values of stock options that were granted during the three months ended March 31, 2021 was as follows:

For the Three Months Ended

March 31, 2021

The weighted average assumptions used in calculating the fair values of stock options that were granted during the six months ended June 30, 2021 was as follows:

For the Six Months Ended

June 30, 2021

Exercise price

5 unchanged sentences

For the Three Months Ended

For the Six Months Ended

Stock Compensation expenses:

2 unchanged sentences

Total stock compensation expenses

As of March 31, 2021, the total stock-based compensation cost related to unvested awards not yet recognized was $ 12.7 million.

As of June 30, 2021, the total stock-based compensation cost related to unvested awards not yet recognized was $ 11.2 million.

The expected weighted average period compensation costs to be recognized was approximately 2.3 years.

1 unchanged sentence

RELATED PARTY TRANSACTIONS

The following table sets forth related party transaction expenses recorded for the three months ended March 31, 2021 and 2020, respectively.

The following table sets forth related party transaction expenses recorded for the three and six months ended June 30, 2021 and 2020, respectively.

For the Three Months Ended

For the Six Months Ended

Baylor College of Medicine

10 unchanged sentences

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