UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(Mark One)
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☒ |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2020
OR
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☐ |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from ___________________ to ___________________
Commission File Number: 001-39567
C4 Therapeutics, Inc.
(Exact Name of Registrant as Specified in its Charter)
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Delaware |
47-5617627 |
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(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
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490 Arsenal Way, Suite 200 Watertown, MA |
02472 |
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(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code: (617) 231-0700
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
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Common Stock, $0.0001 par value per share |
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CCCC |
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The Nasdaq Global Select Market |
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer |
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Accelerated filer |
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Non-accelerated filer |
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☒ |
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Smaller reporting company |
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☒ |
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Emerging growth company |
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☒ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of November 10, 2020, the registrant had 43,029,500 shares of common stock, $0.0001 par value per share, outstanding.
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q (“Form 10-Q”), including the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains express or implied forward-looking statements that are based on our management’s belief and assumptions and on information currently available to our management. Although we believe that the expectations reflected in these forward-looking statements are reasonable, these statements relate to future events or our future operational or financial performance, and involve known and unknown risks, uncertainties, and other factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by these forward-looking statements. Forward-looking statements in this Form 10-Q include, but are not limited to, statements about:
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the initiation, timing, progress, results, safety and efficacy, and cost of our research and development programs and our current and future preclinical studies and clinical trials, including statements regarding the timing of initiation and completion of studies or trials, the period during which the results of the trials will become available, and our research and development programs; |
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the ultimate impact of the current coronavirus pandemic, or the COVID-19 pandemic, or any other health epidemic, on our business, manufacturing, clinical trials, research programs, supply chain, regulatory review, healthcare systems or the global economy as a whole; |
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risks related to the direct or indirect impact of the COVID-19 pandemic or any future large-scale adverse health event, such as the scope and duration of the outbreak, government actions and restrictive measures implemented in response, material delays in diagnoses, initiation or continuation of treatment for diseases that may be addressed by our development candidates and investigational medicines, or in patient enrollment in clinical trials, potential clinical trials, regulatory review or supply chain disruptions, and other potential impacts to our business, the effectiveness or timeliness of steps taken by us to mitigate the impact of the pandemic, and our ability to execute business continuity plans to address disruptions caused by the COVID-19 pandemic or future large-scale adverse health event; |
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our ability to obtain funding for our operations necessary to complete further development, manufacturing and commercialization of our product candidates; |
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our ability to obtain and maintain regulatory approval for any of our current or future product candidates; |
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the period over which we anticipate our existing cash and cash equivalents and short-term investments will be sufficient to fund our operating expenses and capital expenditure requirements; |
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our ability to identify and develop product candidates for treatment of additional disease indications; |
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the potential attributes and benefits of our product candidates; |
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the rate and degree of market acceptance and clinical utility for any product candidates we may develop; |
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the pricing and reimbursement of our product candidates, if approved; |
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the effects of competition with respect to any of our current or future product candidates, as well as innovations by current and future competitors in our industry; |
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the implementation of our strategic plans for our business, any product candidates we may develop and our TORPEDO platform; |
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the ability and willingness of our third-party strategic collaborators to continue research, development and manufacturing activities relating to our product candidates, including our ability to advance programs under our existing collaboration agreements with F. Hoffman-La Roche Ltd., or Roche, Biogen MA, Inc., or Biogen, and Calico Life Sciences LLC, or Calico, or other new collaboration agreements; |
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the scope of protection we are able to establish and maintain for intellectual property rights covering our product candidates; |
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estimates of our future expenses, revenues, capital requirements, and our needs for additional financing; |
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future agreements with third parties in connection with the manufacturing and commercialization of our product candidates, if approved; |
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the size and growth potential of the markets for our product candidates, and our ability to serve those markets; |
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our financial performance; |
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regulatory developments in the United States and foreign countries; |
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our ability to contract with third-party suppliers and manufacturers and their ability to perform adequately; |
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the success of competing therapies that are or may become available; |
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our ability to attract and retain key scientific or management personnel; |
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developments relating to our competitors and our industry; and |
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other risks and uncertainties, including those discussed in Part II, Item 1A - Risk Factors in this Form 10-Q. |
In some cases, forward-looking statements can be identified by terminology such as “will,” “may,” “should,” “could,” “expects,” “intends,” “plans,” “aims,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “continue,” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. These statements are only predictions. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties, and other factors, which are, in some cases, beyond our control and which could materially affect results. Factors that may cause actual results to differ materially from current expectations include, among other things, those listed under the section entitled “Risk Factors” and elsewhere in this Form 10-Q. If one or more of these risks or uncertainties occur, or if our underlying assumptions prove to be incorrect, actual events or results may vary significantly from those expressed or implied by the forward-looking statements. No forward-looking statement is a promise or a guarantee of future performance.
The forward-looking statements in this Form 10-Q represent our views as of the date of this Form 10-Q. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we have no current intention of doing so except to the extent required by applicable law. You should therefore not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this Form 10-Q.
This Form 10-Q includes statistical and other industry and market data that we obtained from industry publications and research, surveys, and studies conducted by third parties. Industry publications and third-party research, surveys, and studies generally indicate that their information has been obtained from sources believed to be reliable, although they do not guarantee the accuracy or completeness of such information. We have not independently verified the information contained in such sources.
Risks Associated with Our Business
Our ability to implement our business strategy is subject to numerous risks that you should be aware of before making an investment decision. These risks are described more fully in the section entitled “Risk Factors” in this Form 10-Q. These risks include, among others:
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We are an early stage biopharmaceutical company with a limited operating history and have incurred significant losses since our inception. To date, we have not generated any revenue from product sales. We expect to continue to incur significant expenses and increasing operating losses for at least the next several years and may never achieve or maintain profitability. Our net loss was $44.5 million for the nine months ended September 30, 2020, $34.1 million for the year ended December 31, 2019 and $15.7 million for the year ended December 31, 2018. |
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We will need substantial additional funding to pursue our business objectives and continue our operations. If we are unable to raise capital when needed, we may be required to delay, limit, reduce or terminate our research or product development programs or future commercialization efforts. |
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Our approach to the discovery and development of product candidates based on our TORPEDO platform is unproven, which makes it difficult to predict the time, cost of development and likelihood of successfully developing any products. |
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All of our product candidates are still in preclinical development. Our business could be harmed if we are unable to advance to clinical development, develop, obtain regulatory approval for and commercialize our product candidates or experience significant delays in doing any of these things. |
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We cannot be certain of the timely completion or outcome of our preclinical testing and clinical trials. In addition, the results of preclinical studies may not be predictive of the results of clinical trials and the results of any early-stage clinical trials we commence may not be predictive of the results of later-stage clinical trials. |
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Our preclinical studies and clinical trials may fail to demonstrate adequately the safety, potency, purity and efficacy of any of our product candidates, which would prevent or delay development, regulatory approval and commercialization of our current and future product candidates. |
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We have entered into collaboration agreements with Roche, Biogen and Calico and may in the future seek to enter into collaborations with third parties for the development and commercialization of certain of our product candidates. If we fail to enter into these types of new collaborations, or if our existing collaborations are not successful, we may be unable to continue development of our product candidates, we would not receive any contemplated milestone payments or royalties, and we could fail to capitalize on the market potential of our product candidates. |
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The continuing effects of the novel coronavirus disease, COVID-19, could adversely impact our business, including our preclinical studies and clinical trials. |
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We face substantial competition, which may result in others discovering, developing or commercializing products before or more successfully than we do. |
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We rely, and expect to continue to rely, on third parties for the manufacture of our product candidates for preclinical and clinical testing, as well as for commercial manufacture if any of our product candidates receive marketing approval. This reliance on third parties may increase the risk that we will not have sufficient quantities of our product candidates in a timely manner, or at an acceptable cost or quality. |
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If we are unable to obtain and maintain patent protection for our technology and products or if the scope of the patent protection obtained is not sufficiently broad, our competitors could develop and commercialize technology and products similar or identical to ours, and our ability to successfully commercialize our technology and products may be impaired. |
NOTE REGARDING COMPANY REFERENCES
Unless the context otherwise requires, the terms “C4 Therapeutics,” “the Company,” “we,” “us,” and “our” in this Form 10-Q refer to C4 Therapeutics, Inc. and its consolidated subsidiary.
NOTE REGARDING TRADEMARKS
We own or have rights to various trademarks, service marks and trade names that are used in connection with the operation of our business, including our company name, C4 Therapeutics, our logo, the name of our TORPEDO™ technology platform and the names of our BIDAC™ and MONODAC™ protein degrader product candidates. This Form 10-Q may also contain trademarks, service marks and trade names of third parties, which are the property of their respective owners. Our use or display of third parties’ trademarks, service marks, trade names or products in this prospectus is not intended to and does not imply a relationship with, or endorsement or sponsorship by, us. Solely for convenience, the trademarks, service marks and trade names referred to in this prospectus may appear without the ®, TM or SM symbols, but the omission of such references is not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights or the right of the applicable owner of these trademarks, service marks and trade names.
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Page |
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PART I. |
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Item 1. |
1 |
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1 |
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Condensed Consolidated Statement of Operations and Comprehensive Loss |
2 |
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Condensed Consolidated Statement of Redeemable Convertible Preferred Stock and Stockholder’s Deficit |
3 |
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4 |
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Notes to Unaudited Condensed Consolidated Financial Statements |
5 |
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Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
20 |
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Item 3. |
30 |
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Item 4. |
31 |
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PART II. |
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Item 1. |
33 |
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Item 1A. |
33 |
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Item 2. |
71 |
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Item 3. |
71 |
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Item 4. |
71 |
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Item 5. |
71 |
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Item 6. |
72 |
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73 |
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i
C4 THERAPEUTICS, INC.
Condensed Consolidated Balance Sheets
(In thousands, except share and per share data)
(Unaudited)
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SEPTEMBER 30, 2020 |
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DECEMBER 31, 2019 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
63,434 |
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$ |
90,549 |
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Short-term investments |
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135,979 |
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|
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— |
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Accounts receivable |
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4,141 |
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4,623 |
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Prepaid expenses and other current assets |
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5,370 |
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1,595 |
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Total current assets |
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208,924 |
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96,767 |
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Property and equipment, net |
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3,580 |
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4,463 |
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Right-of-use asset |
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13,544 |
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14,453 |
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Restricted cash |
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2,577 |
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2,577 |
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Other assets |
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502 |
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— |
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Total assets |
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$ |
229,127 |
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$ |
118,260 |
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Total Liabilities, Redeemable Convertible Preferred Stock and Stockholders’ Deficit |
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Current liabilities: |
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Accounts payable |
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$ |
5,264 |
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$ |
5,385 |
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Accrued expenses and other current liabilities |
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9,830 |
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|
6,671 |
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Deferred revenue, current |
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23,915 |
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20,705 |
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Operating lease liability, current |
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1,000 |
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|
880 |
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Total current liabilities |
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40,009 |
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33,641 |
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Deferred revenue, net of current |
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61,083 |
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72,718 |
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Operating lease liability, net of current |
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12,097 |
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|
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12,869 |
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Warrant liability |
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5,465 |
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— |
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Long-term debt |
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9,877 |
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|
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— |
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Total liabilities |
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128,531 |
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|
|
119,228 |
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Commitments and Contingencies (see Note 5 and Note 8) |
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Series Seed redeemable convertible preferred stock, par value of $0.0005 per share; 4,000,000 shares authorized as of September 30, 2020 and December 31, 2019; 4,000,000 shares issued and outstanding as of September 30, 2020 and December 31, 2019; liquidation and redemption value of $1,000 as of September 30, 2020 and December 31, 2019 |
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1,000 |
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|
1,000 |
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Series A redeemable convertible preferred stock, par value of $0.0005 per share; 110,000,000 shares authorized as of September 30, 2020 and December 31, 2019; 109,145,900 shares issued and outstanding as of September 30, 2020 and December 31, 2019, liquidation and redemption value of $109,995 as of September 30, 2020 and December 31, 2019 |
|
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109,995 |
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|
109,995 |
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Series B redeemable convertible preferred stock, par value of $0.0005 per share; 150,000,000 and 0 shares authorized as of September 30, 2020 and December 31, 2019; 142,857,142 and 0 shares issued and outstanding as of September 30, 2020 and December 31, 2019; liquidation and redemption value of $145,525 and $0 as of September 30, 2020 and December 31, 2019 |
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145,525 |
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|
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— |
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Stockholders’ deficit: |
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Common stock, par value of $0.0001 per share; 370,000,000 and 180,000,000 shares authorized as of September 30, 2020 and December 31, 2019; 1,634,121 and 1,426,641 shares issued and outstanding as of September 30, 2020 and December 31, 2019 |
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1 |
|
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1 |
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Additional paid-in capital |
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6,095 |
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|
5,524 |
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Accumulated other comprehensive loss |
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8 |
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— |
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Accumulated deficit |
|
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(162,028 |
) |
|
|
(117,488 |
) |
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Total stockholders’ deficit |
|
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(155,924 |
) |
|
|
(111,963 |
) |
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Total liabilities, redeemable convertible preferred stock and stockholders’ deficit |
|
|
229,127 |
|
|
|
118,260 |
|
See accompanying notes to condensed consolidated financial statements.
1
Condensed Consolidated Statement of Operations and Comprehensive Loss
(In thousands, except share and per share data)
(Unaudited)
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THREE MONTHS ENDED SEPTEMBER 30, |
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NINE MONTHS ENDED SEPTEMBER 30, |
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2020 |
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2019 |
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2020 |
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2019 |
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Revenue from collaboration agreements |
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$ |
8,447 |
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$ |
5,364 |
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$ |
24,933 |
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$ |
13,172 |
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Operating expenses: |
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|
|
|
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|
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Research and development |
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23,935 |
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12,948 |
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58,007 |
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32,042 |
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General and administrative |
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2,861 |
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2,417 |
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8,472 |
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6,083 |
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Total operating expenses |
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26,796 |
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|
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15,365 |
|
|
|
66,479 |
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|
|
38,125 |
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Operating loss |
|
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(18,349 |
) |
|
|
(10,001 |
) |
|
|
(41,546 |
) |
|
|
(24,953 |
) |
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Other income (expense), net: |
|
|
|
|
|
|
|
|
|
|
|
|
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|
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Interest income (expense) |
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(352 |
) |
|
|
558 |
|
|
|
(170 |
) |
|
|
1,454 |
|
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Amortization of debt discount |
|
|
(203 |
) |
|
|
— |
|
|
|
(229 |
) |
|
|
— |
|
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Change in fair value of warrant liability |
|
|
(3,141 |
) |
|
|
— |
|
|
|
(3,141 |
) |
|
|
— |
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Other (expense) income, net |
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|
43 |
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|
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(1 |
) |
|
|
44 |
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|
|
323 |
|
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Total other income (expense), net |
|
|
(3,653 |
) |
|
|
557 |
|
|
|
(3,496 |
) |
|
|
1,777 |
|
|
Loss before income taxes |
|
|
(22,002 |
) |
|
|
(9,444 |
) |
|
|
(45,042 |
) |
|
|
(23,176 |
) |
|
Income tax expense (benefit) |
|
|
(167 |
) |
|
|
650 |
|
|
|
(502 |
) |
|
|
900 |
|
|
Net loss |
|
|
(21,835 |
) |
|
|
(10,094 |
) |
|
|
(44,540 |
) |
|
|
(24,076 |
) |
|
Other comprehensive loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Unrealized gain (loss) on short-term investments |
|
|
(10 |
) |
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|
5 |
|
|
|
8 |
|
|
|
(4 |
) |
|
Comprehensive loss |
|
|
(21,845 |
) |
|
|
(10,089 |
) |
|
|
(44,532 |
) |
|
|
(24,080 |
) |
|
Accrual of preferred stock dividends |
|
|
(5,212 |
) |
|
|
(2,201 |
) |
|
|
(10,363 |
) |
|
|
(6,531 |
) |
|
Net loss attributable to common stockholders |
|
|
(27,047 |
) |
|
|
(12,295 |
) |
|
|
(54,903 |
) |
|
|
(30,607 |
) |
|
Net loss per share attributable to common stockholders—basic and diluted (Note 12) |
|
$ |
(17.55 |
) |
|
$ |
(8.93 |
) |
|
$ |
(36.76 |
) |
|
$ |
(22.59 |
) |
|
Weighted-average number of shares used in computed net loss per share —basic and diluted |
|
|
1,540,902 |
|
|
|
1,376,365 |
|
|
|
1,493,521 |
|
|
|
1,354,734 |
|
See accompanying notes to condensed consolidated financial statements.
2
Condensed Consolidated Statement of Redeemable Convertible Preferred Stock and Stockholder’s Deficit
(In thousands, except share and per share data)
(Unaudited)
|
|
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SERIES SEED REDEEMABLE CONVERTIBLE PREFERRED STOCK |
|
|
SERIES A REDEEMABLE CONVERTIBLE PREFERRED STOCK |
|
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SERIES B REDEEMABLE CONVERTIBLE PREFERRED STOCK |
|
|
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COMMON STOCK |
|
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ADDITIONAL PAID-IN |
|
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ACCUMULATED OTHER COMPREHENSIVE |
|
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ACCUMULATED |
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TOTAL STOCK HOLDERS’ |
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SHARES |
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AMOUNT |
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|
SHARES |
|
|
AMOUNT |
|
|
SHARES |
|
|
AMOUNT |
|
|
|
SHARES |
|
|
AMOUNT |
|
|
CAPITAL |
|
|
INCOME (LOSS) |
|
|
DEFICIT |
|
|
DEFICIT |
|
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Balance as of June 30, 2019 |
|
|
4,000,000 |
|
|
$ |
1,000 |
|
|
|
109,145,900 |
|
|
$ |
109,995 |
|
|
|
— |
|
|
|
— |
|
|
|
|
1,354,373 |
|
|
$ |
1 |
|
|
$ |
3,957 |
|
|
|
4 |
|
|
$ |
(97,371 |
) |
|
$ |
(93,409 |
) |
|
Exercise of stock options |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
72,511 |
|
|
|
— |
|
|
|
213 |
|
|
|
— |
|
|
|
— |
|
|
|
213 |
|
|
Stock-based compensation |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
— |
|
|
|
— |
|
|
|
627 |
|
|
|
— |
|
|
|
— |
|
|
|
627 |
|
|
Repurchase of common stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
(6,112 |
) |
|
|
— |
|
|
|
(6 |
) |
|
|
— |
|
|
|
— |
|
|
|
(6 |
) |
|
Net unrealized gain on available- for-sale securities |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(4 |
) |
|
|
— |
|
|
|
(4 |
) |
|
Net loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(10,094 |
) |
|
|
(10,094 |
) |
|
Balance as of September 30, 2019 |
|
|
4,000,000 |
|
|
$ |
1,000 |
|
|
|
109,145,900 |
|
|
$ |
109,995 |
|
|
|
— |
|
|
$ |
— |
|
|
|
|
1,420,772 |
|
|
$ |
1 |
|
|
$ |
4,791 |
|
|
$ |
— |
|
|
$ |
(107,465 |
) |
|
$ |
(102,673 |
) |
|
Balance as of June 30, 2020 |
|
|
4,000,000 |
|
|
$ |
1,000 |
|
|
|
109,145,900 |
|
|
$ |
109,995 |
|
|
|
138,571,428 |
|
|
$ |
141,026 |
|
|
|
|
1,490,336 |
|
|
$ |
1 |
|
|
$ |
5,129 |
|
|
|
(2 |
) |
|
$ |
(140,193 |
) |
|
$ |
(135,065 |
) |
|
Issuance of Series B convertible preferred stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
4,285,714 |
|
|
|
4,499 |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Exercise of stock options |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
164,057 |
|
|
|
— |
|
|
|
530 |
|
|
|
— |
|
|
|
— |
|
|
|
530 |
|
|
Stock-based compensation |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
— |
|
|
|
— |
|
|
|
436 |
|
|
|
— |
|
|
|
— |
|
|
|
436 |
|
|
Repurchase of common stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
(20,272 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Unrealized loss on investments |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
10 |
|
|
|
— |
|
|
|
10 |
|
|
Net loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(21,835 |
) |
|
|
(21,835 |
) |
|
Balance as of September 30, 2020 |
|
|
4,000,000 |
|
|
$ |
1,000 |
|
|
|
109,145,900 |
|
|
$ |
109,995 |
|
|
|
142,857,142 |
|
|
$ |
145,525 |
|
|
|
|
1,634,121 |
|
|
$ |
1 |
|
|
$ |
6,095 |
|
|
$ |
8 |
|
|
$ |
(162,028 |
) |
|
$ |
(155,924 |
) |
|
|
|
SERIES SEED REDEEMABLE CONVERTIBLE PREFERRED STOCK |
|
|
SERIES A REDEEMABLE CONVERTIBLE PREFERRED STOCK |
|
|
SERIES B REDEEMABLE CONVERTIBLE PREFERRED STOCK |
|
|
|
COMMON STOCK |
|
|
ADDITIONAL PAID-IN |
|
|
ACCUMULATED OTHER COMPREHENSIVE |
|
|
ACCUMULATED |
|
|
TOTAL STOCK HOLDERS’ |
|
||||||||||||||||||||||||
|
|
|
SHARES |
|
|
AMOUNT |
|
|
SHARES |
|
|
AMOUNT |
|
|
SHARES |
|
|
AMOUNT |
|
|
|
SHARES |
|
|
AMOUNT |
|
|
CAPITAL |
|
|
INCOME (LOSS) |
|
|
DEFICIT |
|
|
DEFICIT |
|
||||||||||||
|
Balance as of December 31, 2018 |
|
|
4,000,000 |
|
|
$ |
1,000 |
|
|
|
109,145,900 |
|
|
$ |
109,995 |
|
|
|
— |
|
|
|
— |
|
|
|
|
1,338,956 |
|
|
$ |
1 |
|
|
$ |
3,638 |
|
|
|
— |
|
|
$ |
(83,389 |
) |
|
$ |
(79,750 |
) |
|
Exercise of stock options |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
87,928 |
|
|
|
— |
|
|
|
260 |
|
|
|
— |
|
|
|
— |
|
|
|
260 |
|
|
Stock-based compensation |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
|
— |
|
|
|
913 |
|
|
|
— |
|
|
|
— |
|
|
|
913 |
|
|
Repurchase of common stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
(6,112 |
) |
|
|
— |
|
|
|
(20 |
) |
|
|
— |
|
|
|
— |
|
|
|
(20 |
) |
|
Net loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(24,076 |
) |
|
|
(24,076 |
) |
|
Balance as of September 30, 2019 |
|
|
4,000,000 |
|
|
$ |
1,000 |
|
|
|
109,145,900 |
|
|
$ |
109,995 |
|
|
|
— |
|
|
$ |
— |
|
|
|
|
1,420,772 |
|
|
$ |
1 |
|
|
$ |
4,791 |
|
|
$ |
— |
|
|
$ |
(107,465 |
) |
|
$ |
(102,673 |
) |
|
Balance as of December 31, 2019 |
|
|
4,000,000 |
|
|
$ |
1,000 |
|
|
|
109,145,900 |
|
|
$ |
109,995 |
|
|
|
— |
|
|
|
— |
|
|
|
|
1,426,641 |
|
|
$ |
1 |
|
|
$ |
5,524 |
|
|
|
— |
|
|
$ |
(117,488 |
) |
|
$ |
(111,963 |
) |
|
Issuance of Series B convertible preferred stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
142,857,142 |
|
|
|
145,525 |
|
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Exercise of stock options |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
251,466 |
|
|
|
— |
|
|
|
795 |
|
|
|
— |
|
|
|
— |
|
|
|
795 |
|
|
Stock-based compensation |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
— |
|
|
|
— |
|
|
|
713 |
|
|
|
— |
|
|
|
— |
|
|
|
713 |
|
|
Repurchase of common stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
(43,986 |
) |
|
|
— |
|
|
|
(210 |
) |
|
|
— |
|
|
|
— |
|
|
|
(210 |
) |
|
Vested stock option settlement |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
— |
|
|
|
— |
|
|
|
(727 |
) |
|
|
— |
|
|
|
— |
|
|
|
(727 |
) |
|
Unrealized loss on investments |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
8 |
|
|
|
— |
|
|
|
8 |
|
|
Net loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(44,540 |
) |
|
|
(44,540 |
) |
|
Balance as of September 30, 2020 |
|
|
4,000,000 |
|
|
$ |
1,000 |
|
|
|
109,145,900 |
|
|
$ |
109,995 |
|
|
|
142,857,142 |
|
|
$ |
145,525 |
|
|
|
|||||||||||||||||||||||