What changed in this filing

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Item 1. Financial Statements

2021-08-16 compared with 2021-05-14 · 154 added, 77 removed, 322 unchanged (42% of the section changed)

5 unchanged sentences

Cash and cash equivalents

Available-for-sale securities

Prepaid expenses and other current assets

Restricted cash, current

Accounts receivable - related party

10 unchanged sentences

Finance lease liabilities

Other current liabilities

Deferred revenue - related party

5 unchanged sentences

Total liabilities

Commitments and contingencies (Note 11)

Commitments and contingencies

Preferred stock, $ 0.001 par value;

10,000,000 shares authorized

at March 31, 2021 and December 31, 2020;

at June 30, 2021 and December 31, 2020;

no shares issued and

outstanding at March 31, 2021 and December 31, 2020

outstanding at June 30, 2021 and December 31, 2020

Common stock, $ 0.001 par value;

300,000,000 shares authorized at

March 31, 2021 and December 31, 2020;

June 30, 2021 and December 31, 2020;

110,295,992 shares issued and

outstanding at March 31, 2021 and 84,893,994 shares issued and

outstanding at June 30, 2021 and 84,893,994 shares issued and

outstanding at December 31, 2020;

2,158,329 pre-funded warrants outstanding at

March 31, 2021 and December 31, 2020

June 30, 2021 and December 31, 2020

Additional paid-in capital

Accumulated other comprehensive income

Accumulated other comprehensive loss

Accumulated deficit

5 unchanged sentences

(unaudited, in thousands, except share and per share data)

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Collaboration revenue - related party

16 unchanged sentences

(unaudited, in thousands)

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Other comprehensive loss:

4 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(unaudited, in thousands, except share / unit data)

For the Three Months Ended March 31, 2021

(unaudited, in thousands, except share data)

For the Three Months Ended June 30, 2021

comprehensive

1 unchanged sentence

Stockholders'

Balance at March 31, 2021

Equity-based compensation

Exercise of stock options

Vesting of restricted stock units

Forfeiture of restricted stock awards

Unrealized loss on available-for-sale

Balance at June 30, 2021

For the Six Months Ended June 30, 2021

comprehensive

income (loss)

Stockholders'

Balance at December 31, 2020

Equity-based compensation

Sale of common stock, net of issuance

costs of $ 8,872

Sale of common stock, net of issuance costs of $ 8,872

Exercise of stock options

1 unchanged sentence

Forfeiture of restricted stock awards

Unrealized loss on available-for-sale

Balance at June 30, 2021

For the Three Months Ended June 30, 2020

comprehensive

income (loss)

Stockholders'

Balance at March 31, 2020

For the Three Months Ended March 31, 2020

Equity-based compensation

Forfeiture of restricted stock awards

Unrealized gain on available-for-sale

Balance at June 30, 2020

For the Six Months Ended June 30, 2020

comprehensive

6 unchanged sentences

Unrealized loss on available-for-sale

Balance at March 31, 2020

Balance at June 30, 2020

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

2 unchanged sentences

(unaudited, in thousands)

Three Months Ended

Six Months Ended

Cash flows from operating activities:

15 unchanged sentences

Purchases of available-for-sale securities

Net cash provided by investing activities

Net cash (used in) provided by investing activities

Cash flows from financing activities:

2 unchanged sentences

Net cash provided by financing activities

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

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

Cash, cash equivalents, and restricted cash at beginning of period

1 unchanged sentence

Supplemental disclosure of non-cash investing and financing activities:

Offering costs in accruals

Change in unrealized loss

Decrease in right of use asset due to lease termination

Property and equipment included in accounts payable and accruals

2 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited, amounts in thousands, except share / unit and per share / unit data)

(unaudited, amounts in thousands, except share and per share data)

Nature of the Business and Basis of Presentation

22 unchanged sentences

In October 2020, the Company announced that the FDA lifted the clinical hold placed on the Company’s IGNITE DMD Phase I/II clinical trial.

In February 2021, we resumed treatment of patients in the IGNITE DMD clinical trial.

In February 2021, the Company resumed treatment of patients in the IGNITE DMD clinical trial.

In May 2021, the Company announced the advancement of a next-generation Duchenne microdystrophin gene transfer program, SGT-003.

The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, development by competitors of new technological innovations, dependence on licenses, protection of proprietary technology, dependence on key personnel, compliance with government regulations and the need to obtain additional financing to fund operations.

7 unchanged sentences

The accompanying condensed consolidated financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business.

Through March 31, 2021, the Company has funded its operations primarily with the proceeds from the sale of redeemable preferred units and member units, the sale of common stock and prefunded warrants to purchase shares of its common stock in private placements and the sale of common stock in its initial public offering follow-on public offering in March 2021 and sales under its at-the-market sales agreement.

Through June 30, 2021, the Company has funded its operations primarily with the proceeds from the sale of redeemable preferred units and member units, the sale of common stock and prefunded warrants to purchase shares of its common stock in private placements and the sale of common stock in its initial public offering and follow-on public offering in March 2021 and sales under its at-the-market sales agreement.

In accordance with Accounting Standards Codification (“ASC”) 205-40, Going Concern, the Company has evaluated whether there are conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date the financial statements are issued.

As of March 31, 2021, the Company had an accumulated deficit of $ 421,469 .

During the three months ended March 31, 2021, the Company incurred a net loss of $ 16,900 and the Company used $ 21,366 of cash in operations for the three months ended March 31, 2021.

As of June 30, 2021, the Company had an accumulated deficit of $ 440,164 .

During the three and six months ended June 30, 2021, the Company incurred a net loss of $ 18,695 and $ 35,595 , respectively, and the Company used $ 38,466 of cash in operations for the six months ended June 30, 2021.

The Company expects to continue to generate operating losses in the foreseeable future.

Based upon its current operating plan, the Company expects that its cash and cash equivalents of $ 268,497 as of March 31, 2021, will be sufficient to fund its operating expenses and capital expenditure requirements for at least twelve months from the date of issuance of these financial statements.

Based upon its current operating plan, the Company expects that its cash, cash equivalents and available-for-sale securities of $ 248,959 as of June 30, 2021, will be sufficient to fund its operating expenses and capital expenditure requirements for at least twelve months from the date of issuance of these financial statements.

However, the Company has based this estimate on assumptions that may prove to be wrong, and its operating plan may change as a result of many factors currently unknown to it.

9 unchanged sentences

The year-end condensed consolidated balance sheet data presented for comparative purposes was derived from the Company’s audited financial statements but does not include all disclosures required by GAAP.

The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the operating results for the full year or for any other subsequent interim period.

The results of operations for the three and six months ended June 30, 2021 are not necessarily indicative of the operating results for the full year or for any other subsequent interim period.

Summary of Significant Accounting Policies

12 unchanged sentences

Restricted Cash

The Company held restricted cash of $ 327 in separate restricted bank accounts as security deposits for leases of the Company’s facilities as of March 31, 2021 and December 31, 2020.

The Company has included restricted cash of $ 327 as a non-current asset as of March 31, 2021 and December 31, 2020.

The Company held restricted cash of $ 2,160 and $ 327 in separate restricted bank accounts as security deposits for leases of the Company’s facilities as of June 30, 2021 and December 31, 2020, respectively.

As of June 30, 2021 and December 31, 2020, the Company classified $ 90 and $ 0 as a current asset and $ 2,070 and $ 327 as a non-current asset, respectively.

A reconciliation of the amounts of cash and cash equivalents and restricted cash from the cash flow statement to the balance sheet is as follows:

Cash and cash equivalents as presented on balance sheet

Restricted cash, current, as presented on balance sheet

Restricted cash, non-current, as presented on balance sheet

1 unchanged sentence

cash flow statement

At inception of a contract, the Company determines if a contract meets the definition of a lease.

A lease is a contract, or part of a contract, that conveys the right to control the use of identified property, plant, or equipment (an identified asset) for a period of time in exchange for consideration.

The Company determines if the contract conveys the right to control the use of an identified asset for a period of time.

The Company assesses throughout the period of use whether the Company has both of the following:

(1) the right to obtain substantially all of the economic benefits from use of the identified asset and (2) the right to direct the use of the identified asset.

This determination is reassessed if the terms of the contract are changed.

Leases are classified as operating or finance leases based on the terms of the lease agreement and certain characteristics of the identified asset.

Right-of-use assets and lease liabilities are recognized at the lease commencement date based on the present value of the minimum future lease payments.

The Company’s policy is to not record leases with an original term of twelve months or less on the consolidated balance sheets.

The Company recognizes lease expense for these short-term leases on a straight-line basis over the lease term.

Certain lease agreements include rental payments that are adjusted periodically for inflation or other variables.

In addition to rent, the leases may require the Company to pay additional amounts for taxes, insurance, maintenance and other expenses, which are generally referred to as non-lease components.

Such adjustments to rental payments and variable non-lease components are treated as variable lease payments and recognized in the period in which the obligation for these payments was incurred.

Variable lease components and variable non-lease components are not measured as part of the right of use asset and liability.

Only when lease components and their associated non-lease components are fixed are they accounted for as a single lease component and recognized as part of a right of use asset and liability.

Total contract consideration is allocated to the combined fixed lease and non-lease components.

In June 2021, the Company entered into a lease with Hood Park LLC (“Landlord”), pursuant to which the Company will lease approximately 49,869 square feet of office, laboratory, research and development and manufacturing space located in Charlestown, Massachusetts (“Premises”).

The Company intends to relocate its corporate headquarters to the Premises in early 2022.

The term of the lease commences on the later of (i) the date the Landlord delivers the Premises to the Company or (ii) the earlier of (a) the date the Company’s work on the Premises is substantially completed, (b) the date the Company commences business operations in the Premises, or (c) the one hundred twentieth (120th) day following the Landlord’s satisfaction of item (i) above.

The lease commencement date is anticipated to be in the first quarter of 2022.

The date on which the Company will become responsible for paying rent under the lease will be 61 days following the lease commencement date.

The initial term of the lease will be for a ten-year period commencing on the lease commencement date, unless earlier terminated.

The lease provides the Company with an option to extend the lease for an additional five-year term.

The Company and the Landlord are each obligated to undertake certain improvements prior to the commencement of the lease.

The Landlord is required to use good faith and commercially reasonable efforts to deliver the Premises to the Company by September 2021.

The Company plans to make certain improvements to the Premises prior to commencement of the lease, which will be partially paid for with a tenant improvement allowance.

The Company was required to post a customary letter of credit in the amount of $ 1,833 , subject to decrease on a set schedule, as a security deposit pursuant to the lease.

As of June 30, 2021, the lease had not commenced.

For the three and six months ended June 30, 2021, the Company incurred approximately $ 348 of tenant improvement allowance receivable.

In June 2021, the Company determined that it no longer needed a floor of office space that it was renting and terminated its lease with another landlord.

As a result of the termination, the Company wrote off $ 1,314 and $ 1,233 of the remaining lease liability and right-of-use asset, respectively associated with the lease.

The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions.

2 unchanged sentences

Related Parties

In October 2020, we entered into a collaboration and license agreement (the “Collaboration Agreement”) with Ultragenyx Pharmaceutical Inc.

In October 2020, the Company entered into a collaboration and license agreement (the “Collaboration Agreement”) with Ultragenyx Pharmaceutical Inc.

(“Ultragenyx”).

In connection with the Collaboration Agreement, Ultragenyx also purchased 7,825,797 shares of the Company’s common stock, which resulted in Ultragenyx becoming a related party of the Company.

In November 2020, we entered into a consulting agreement with Danforth Advisors, LLC, or Danforth, an affiliate of Stephen DiPalma, our interim chief financial officer.

Pursuant to the consulting agreement, Danforth provides us with the chief financial officer services of Mr.

In November 2020, the Company entered into a consulting agreement with Danforth Advisors, LLC, or Danforth, an affiliate of Stephen DiPalma, the Company’s interim chief financial officer.

Pursuant to the consulting agreement, Danforth provides the Company with the chief financial officer services of Mr.

DiPalma, and other services, including financial planning, offering support and accounting services, in exchange for fees payable to Danforth based on hourly rates.

We have paid Danforth approximately $ 0.2 million to date.

In accordance with the consulting agreement, in November 2020, we issued to Danforth a warrant to purchase 30,000 shares of our common stock at an exercise price per share of $ 3.29 .

The Company has paid Danforth approximately $ 313 to date.

In accordance with the consulting agreement, in November 2020, the Company issued to Danforth a warrant to purchase 30,000 shares of the Company’s common stock at an exercise price per share of $ 3.29 .

The consulting agreement may be terminated by either party without cause upon 60 days’ prior written notice to the other party and with cause upon 30 days’ prior written notice to the other party.

15 unchanged sentences

The adoption of this new standard did not have a material impact on the Company’s financial statements.

Recently Issued Accounting Pronouncements

In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments, which was subsequently modified by several ASU’s issued in 2018 and 2019 .

The standard introduces a new current expected credit loss (“CECL”) model for measuring expected credit losses for certain types of financial instruments measured at amortized cost and replaces the incurred loss model.

The CECL model requires an entity to recognize an allowance for credit losses for the difference between the amortized cost basis of a financial instrument and the amount the entity expects to collect over the instrument’s contractual life after consideration of historical experience, current conditions, and reasonable and supportable forecasts.

The standard eliminates the concept of other-than-temporary impairment and requires an entity to determine whether any impairment is the result of a credit loss or other factors.

ASU 2016-13 is effective for the Company on January 1, 2023.

The Company is currently evaluating the potential impact that this standard may have on its financial statements and related disclosures.

Collaborations

28 unchanged sentences

Following the sale of the Shares, Ultragenyx beneficially owned approximately 14.45 % of the Company’s outstanding common stock.

As of March 31, 2021, Ultragenyx beneficially owned approximately 7.10 % of the Company’s outstanding common stock.

As of June 30, 2021 , Ultragenyx beneficially owned less than 10 % of the Company’s outstanding common stock.

Investor Agreement

23 unchanged sentences

Under this method, the transaction price is recognized over the contract’s entire performance period, using costs incurred relative to total estimated costs to determine the extent of progress towards completion.

During the three months ended March 31, 2021, the Company recognized $ 3,335 of related party collaboration revenue, associated with its collaboration with Ultragenyx related to research and development services performed during the period and the corresponding cost reimbursement receivable.

The following table presents changes in the balances of the Company’s related party collaboration receivables and contract liabilities during the three months ended March 31, 2021:

Balance as of December 31, 2020

During the three and six months ended June 30, 2021, the Company recognized $ 3,594 and $ 6,929 , respectively, of related party collaboration revenue, associated with its collaboration with Ultragenyx related to research and development services performed during the period and the corresponding cost reimbursement receivable.

The following table presents changes in the balances of the Company’s related party collaboration receivables and contract liabilities during the three and six months ended June 30, 2021:

Balance as of March 31, 2021

Balance as of June 30, 2021

Related party collaboration receivable

1 unchanged sentence

Deferred revenue

The change in receivables balance for the three months ended March 31, 2021 is driven by amounts owed to the Company for research and development services provided.

The Company did no t collect any amounts from Ultragenyx during the period.

As of March 31, 2021, there was $ 17,663 of deferred revenue related to the Ultragenyx Collaboration Agreement, which is classified as either current or non-current in the accompanying condensed consolidated balance sheet based on the period the services are expected to be delivered.

Additionally, as of March 31, 2021, there was $ 280 of related party collaboration receivables related to reimbursable costs expected to be received from Ultragenyx for research and development services performed.

Balance as of December 31, 2020

Balance as of June 30, 2021

Related party collaboration receivable

Contract liabilities:

Deferred revenue

The change in receivables balance for the three and six months ended June 30, 2021 is driven by amounts owed to the Company for research and development services provided, partially offset by $ 280 in collections received from Ultragenyx during the period.

As of June 30, 2021, there was $ 14,354 of deferred revenue related to the Ultragenyx Collaboration Agreement, which is classified as either current or non-current in the accompanying condensed consolidated balance sheet based on the period the services are expected to be delivered.

Additionally, as of June 30, 2021, there was $ 286 of related party collaboration receivables related to reimbursable costs expected to be received from Ultragenyx for research and development services performed.

Costs incurred relating to the Ultragenyx Collaboration Programs consist of internal and external research and development costs, which primarily include salaries and benefits, lab supplies, preclinical research studies, clinical studies, consulting services, and commercial development.

These costs are included in research and development expenses in the Company’s condensed consolidated statement of operations during the three months ended March 31, 2021.

These costs are included in research and development expenses in the Company’s condensed consolidated statement of operations during the three and six months ended June 30, 2021.

Fair Value of Financial Assets and Liabilities

The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values:

Fair Value Measurements as of March 31, 2021

Fair Value Measurements as of June 30, 2021

Cash equivalents

Available-for-sale securities

Fair Value Measurements as of December 31, 2020

Cash equivalents

As of March 31, 2021 and December 31, 2020, there were no available-for-sale securities.

During the three months ended March 31, 2021 and the year ended December 31, 2020, there were no transfers between Level 1, Level 2 and Level 3.

As of June 30, 2021 and December 31, 2020, the fair values of the Company’s available-for-sale debt securities, which consisted of commercial paper and corporate bond securities, was determined using Level 2 inputs.

During the six months ended June 30, 2021 and the year ended December 31, 2020, there were no transfers between Level 1, Level 2 and Level 3.

The fair value of the Company’s cash, restricted cash, accounts payable, and accrued expenses and other current liabilities approximate their carrying value due to their short-term maturities.

Available-for-Sale Securities

As of June 30, 2021, the fair value of available-for-sale securities by type of security was as follows:

June 30, 2021

Corporate bond securities

Commercial paper

As of December 31, 2020, there were no available-for-sale securities.

The estimated fair value and amortized cost of the Company’s available-for-sale securities by contractual maturity are summarized as follows:

June 30, 2021

Due in one year or less

Total available-for-sale securities

The weighted average maturity of the Company’s available-for-sale securities as of June 30, 2021 was approximately 0.5 years.

As of December 31, 2020, there were no available-for-sale securities .

Property and Equipment

7 unchanged sentences

Less accumulated depreciation

Depreciation expense was $ 734 and $ 1,026 for the three months ended March 31, 2021 and 2020, respectively.

Depreciation expense was $ 718 and $ 1,453 for the three and six months ended June 30, 2021.

Prepaid Expenses and Other Current Assets

1 unchanged sentence

Prepaid research and development expenses

Tenant improvement allowance receivable

Prepaid expenses and other assets

5 unchanged sentences

Stockholders’ Equity

On July 30, 2019, the Company issued and sold in a private placement (i) 10,607,525 shares of its common stock at a price per share of $ 4.65 and (ii) 2,295,699 pre-funded warrants to purchase shares of its common stock at a price per warrant of $ 4.64 .

In July 2019, the Company issued and sold in a private placement (i) 10,607,525 shares of its common stock at a price per share of $ 4.65 and (ii) 2,295,699 pre-funded warrants to purchase shares of its common stock at a price per warrant of $ 4.64 .

Each pre-funded warrant is exercisable for one share of common stock at an exercise price of $ 0.01 and the pre-funded warrants have no expiration date.

The Company received gross proceeds from the private placement of $ 59,977 , before deducting offering costs of $ 2,102 .

No warrants were exercised during the three months ended March 31, 2021 and 2020.

In October 2020, 137,460 of these pre-funded warrants were exercised.

No warrants were exercised during the three and six months ended June 30, 2021 and 2020.

In October 2020, in connection with the execution of the Collaboration Agreement, Ultragenyx and the Company also entered into the Stock Purchase Agreement, pursuant to which the Company issued and sold 7,825,797 shares of its common stock to Ultragenyx at a price of $ 5.1113 per share for an aggregate purchase price of approximately $ 40,000 .

In October 2020, the Company sold 6,309,632 shares of common stock pursuant to a sales agreement, dated March 13, 2019, (the “ATM Sales Agreement”), by and between the Company and Jefferies LLC (“Jefferies”) resulting in net proceeds to the Company of $ 23,209 .

On December 15, 2020, the Company issued and sold in a private placement 24,324,320 shares of its common stock at a price per share of $ 3.70 .

In October 2020, the Company sold 6,309,632 shares of common stock pursuant to a sales agreement (the “ATM Sales Agreement”), by and between the Company and Jefferies LLC (“Jefferies”), resulting in net proceeds to the Company of $ 23,209 .

In December 2020, the Company issued and sold in a private placement 24,324,320 shares of its common stock at a price per share of $ 3.70 .

The Company received net proceeds from the private placement of $ 86,210 after deducting placement agent fees and offering expenses of $ 3,790 .

On March 23, 2021, the Company issued and sold in a public offering 25,000,000 shares of its common stock at a price to the public of $ 5.575 per share.

In March 2021, the Company issued and sold in a public offering 25,000,000 shares of its common stock at a price to the public of $ 5.575 per share.

The Company received net proceeds of $ 134,878 after deducting underwriting discounts and commissions and offering expenses.

2 unchanged sentences

On June 16, 2020, the Company’s stockholders approved the 2020 Equity Incentive Plan (“2020 Plan”) which consists of (i) 3,000,000 shares of common stock and (ii) additional shares of common stock (up to 4,879,025 ) as is equal to (i) the number of shares reserved under the Company’s 2018 Omnibus Incentive Plan (“2018 Plan”) that remain available for grant under the 2018 Plan as of immediately prior to the date the 2020 Plan was approved by the Company’s stockholders and (ii) the number of shares subject to awards granted under the 2018 Plan which awards expire, terminate or are otherwise surrendered, cancelled, forfeited or repurchased by the Company at their original issuance price pursuant to a contractual repurchase right.

In April 2021, the board of directors approved an amendment to the 2020 Plan to reserve an additional 7,000,000 shares of common stock for issuance under the plan, subject to stockholder approval.

During the three months ended March 31, 2021, the Company granted options for the purchase of 2,397,495 shares of common stock.

During the three months ended March 31, 2021, the Company granted no restricted stock units.

In June 2021, the Company’s stockholders approved an amendment to the 2020 Plan to reserve an additional 7,000,000 shares of common stock for issuance under the plan.

In June 2021, the Company’s stockholders also approved the 2021 Employee Stock Purchase Plan (“ESPP”), which provides for 1,102,885 shares to be available for purchase by eligible employees according to its terms.

During the three and six months ended June 30, 2021, the Company granted options for the purchase of 604,400 and 3,001,895 , respectively, shares of common stock.

During the three and six months ended June 30, 2021, the Company granted no restricted stock units.

The Company recorded equity-based compensation expense related to all of its share-based awards to employees and non-employees in the following captions within its condensed consolidated statements of operations:

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Research and development

1 unchanged sentence

Restructuring

During the three months ended March 31, 2021 and 2020, the Company recorded no income tax benefits for the net operating losses incurred or for the research and development tax credits and orphan drug credits generated in each year due to its uncertainty of realizing a benefit from those items.

The Company has provided a valuation allowance for the full amount of its net deferred tax assets because, at March 31, 2021 and December 31, 2020, it was more likely than not that any future benefit from deductible temporary differences and net operating loss and tax credit carryforwards would not be realized.

As of March 31, 2021, and December 31, 2020, the Company had no t recorded any amounts for unrecognized tax benefits.

During the three and six months ended June 30, 2021 and 2020, the Company recorded no income tax benefits for the net operating losses incurred or for the research and development tax credits and orphan drug credits generated in each year due to its uncertainty of realizing a benefit from those items.

The Company has provided a valuation allowance for the full amount of its net deferred tax assets because, at June 30, 2021 and December 31, 2020, it was more likely than not that any future benefit from deductible temporary differences and net operating loss and tax credit carryforwards would not be realized.

As of June 30, 2021 and December 31, 2020, the Company had no t recorded any amounts for unrecognized tax benefits.

The Company files income tax returns as prescribed by the tax laws of the jurisdictions in which it operates.

6 unchanged sentences

The Company may periodically become subject to legal proceedings and claims arising in connection with ongoing business activities, including claims or disputes related to patents that have been issued or that are pending in the field of research on which the Company is focused.

The Company is not aware of any material legal proceedings or claims as of March 31, 2021.

The Company is not aware of any material legal proceedings or claims as of June 30, 2021.

Net Loss per Share

1 unchanged sentence

The numerator for basic and diluted net loss per share attributable to common stockholders is as follows:

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Net loss attributable to common stockholders

The denominator is as follows:

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Weighted average shares of common stock outstanding,

2 unchanged sentences

Net loss per share attributable to common stockholders, basic and diluted is as follows:

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Net loss per share attributable to common stockholders

The following potential common stock equivalents, presented based on amounts outstanding at each period end, were excluded from the calculation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect for the three months ended March 31 :

Options to purchase shares of common stock

1 unchanged sentence

Unvested restricted stock units

Restructuring

In January 2020, the Company’s board of directors approved a restructuring plan to reduce operating costs and better align the Company’s workforce with the needs of its business following the Company’s November 2019 announcement that the SGT-001 IGNITE DMD trial was placed on clinical hold by the U.S.

Food and Drug Administration.

Under the restructuring plan, the Company made changes to its management team and reduced headcount by approximately 30 percent.

Affected employees were eligible to receive severance payments and outplacement services in connection with the restructuring plan.

During the three months ended March 31, 2020, the Company recorded aggregate restructuring charges of $ 1,944 related to severance payments and other employee-related costs.

The Company does not expect to incur any additional significant costs associated with this restructuring.

During the three months ended March 31, 2021, the remaining restructuring charges were paid.

The following table shows the total amount expected to be incurred and the liability related to the 2020 restructuring for the three months ended March 31, 2021:

One-Time Employee

Termination Benefits

Accrued restructuring costs as of December 31, 2020

Amounts paid during the period

Accrued restructuring costs as of March 31, 2021

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