beam-10q_20200331.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2020

OR

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 001-39208

 

Beam Therapeutics Inc.

(Exact name of Registrant as specified in its Charter)

 

 

Delaware

81-5238376

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

 

 

26 Landsdowne Street

Cambridge, MA

02139

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (857) 327-8775

Securities registered pursuant to Section 12(b) of the Act:

 

 

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, par value $0.01 per share

BEAM

Nasdaq Global Select Market

 

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, a 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.

 

Large accelerated filer

Accelerated filer

 

 

 

 

Non-accelerated filer

Smaller reporting company

 

 

 

 

 

 

Emerging growth company

 

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  

 

The number of shares of registrant’s common stock outstanding as of May 8, 2020 was 51,485,115.

 

 

 


 

NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Such forward-looking statements reflect, among other things, our current expectations and anticipated results of operations, all of which are subject to known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements, market trends, or industry results to differ materially from those expressed or implied by such forward-looking statements. Therefore, any statements contained herein that are not statements of historical fact may be forward-looking statements and should be evaluated as such. Without limiting the foregoing, the words “anticipate,” “expect,” “suggest,” “plan,” “believe,” “intend,” “project,” “forecast,” “estimates,” “targets,” “projections,” “should,” “could,” “would,” “may,” “might,” “will,” and the negative thereof and similar words and expressions are intended to identify forward-looking statements. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described in “Risk Factors” in Part II, Item 1A of this report. Unless legally required, we assume no obligation to update any such forward-looking information to reflect actual results or changes in the factors affecting such forward-looking information.

When we use the terms “Beam,” the “Company,” “we,” “us” or “our” in this Quarterly Report on Form 10-Q, we mean Beam Therapeutics Inc. and its subsidiaries on a consolidated basis, unless the context indicates otherwise.

 


 

Table of Contents

 

 

 

Page

PART I

Financial Information

 

Item 1.

Financial Statements (Unaudited)

1

 

Condensed Consolidated Balance Sheets

1

 

Condensed Consolidated Statements of Operations and Other Comprehensive Loss

2

 

Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit)

3

 

Condensed Consolidated Statements of Cash Flows

4

 

Notes to Condensed Consolidated Financial Statements

5

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

16

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

24

Item 4.

Controls and Procedures

24

 

 

 

PART II

Other Information

 

Item 1.

Legal Proceedings

25

Item 1A.

Risk Factors

25

Item 2.

Unregistered Sales of Equity Security and Uses of Proceeds

74

Item 5.

Other Information

75

Item 6.

Exhibits

76

 

 

 

 


 

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

Beam Therapeutics Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

(in thousands, except share and per share amounts)

 

 

March 31,

2020

 

 

December 31,

2019

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

126,050

 

 

$

37,221

 

Marketable securities

 

 

127,392

 

 

 

54,627

 

Prepaid expenses and other current assets

 

 

6,192

 

 

 

2,696

 

Total current assets

 

 

259,634

 

 

 

94,544

 

Property and equipment, net

 

 

24,802

 

 

 

24,290

 

Restricted cash

 

 

13,332

 

 

 

13,332

 

Operating lease right-of-use assets

 

 

22,126

 

 

 

18,957

 

Other assets

 

 

2,744

 

 

 

4,976

 

Total assets

 

$

322,638

 

 

$

156,099

 

Liabilities, redeemable convertible preferred stock, and stockholders’ equity (deficit)

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

6,101

 

 

$

7,846

 

Accrued expenses and other current liabilities

 

 

8,480

 

 

 

7,852

 

Derivative liabilities

 

 

10,500

 

 

 

7,800

 

Current portion of lease liability

 

 

4,699

 

 

 

4,337

 

Current portion of equipment financing liability

 

 

1,660

 

 

 

1,303

 

Total current liabilities

 

 

31,440

 

 

 

29,138

 

Long-term lease liability

 

 

24,059

 

 

 

21,187

 

Long-term equipment financing liability

 

 

5,333

 

 

 

4,411

 

Other liabilities

 

 

412

 

 

 

418

 

Total liabilities

 

 

61,244

 

 

 

55,154

 

Commitments and contingencies (See Note 7, Leases, and Note 8, License agreements)

 

 

 

 

 

 

 

 

Redeemable convertible preferred stock

 

 

 

 

 

302,049

 

Stockholders’ equity (deficit):

 

 

 

 

 

 

 

 

Preferred stock, $0.01 par value; 25,000,000 and no shares authorized at March 31, 2020 and December 31, 2019, respectively, and no shares issued or outstanding at March 31, 2020 and December 31, 2019, respectively

 

 

 

 

 

 

Common stock, $0.01 par value; 250,000,000 and 205,000,000 shares authorized, 51,345,290 and 9,981,991 issued, and 49,077,350 and 7,326,185 outstanding at March 31, 2020 and December 31, 2019, respectively

 

 

491

 

 

 

73

 

Additional paid-in capital

 

 

494,749

 

 

 

1,851

 

Accumulated other comprehensive (loss) income

 

 

(344

)

 

 

16

 

Accumulated deficit

 

 

(233,502

)

 

 

(203,044

)

Total stockholders’ equity (deficit)

 

 

261,394

 

 

 

(201,104

)

Total liabilities, redeemable convertible preferred stock, and stockholders’ equity (deficit)

 

$

322,638

 

 

$

156,099

 

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

1


 

Beam Therapeutics Inc.

Condensed Consolidated Statements of Operations and Other Comprehensive Loss

(Unaudited)

(in thousands, except share and per share amounts)

 

 

Three Months Ended March 31,

 

 

 

2020

 

 

2019

 

License revenue

 

$

6

 

 

$

 

Operating expenses:

 

 

 

 

 

 

 

 

Research and development

 

 

21,549

 

 

 

9,179

 

General and administrative

 

 

6,812

 

 

 

3,929

 

Total operating expenses

 

 

28,361

 

 

 

13,108

 

Loss from operations

 

 

(28,355

)

 

 

(13,108

)

Other income (expense):

 

 

 

 

 

 

 

 

Change in fair value of derivative liabilities

 

 

(2,700

)

 

 

(1,000

)

Interest and other income, net

 

 

597

 

 

 

498

 

Total other expense

 

 

(2,103

)

 

 

(502

)

Net loss

 

$

(30,458

)

 

$

(13,610

)

Unrealized loss on marketable securities

 

 

(360

)

 

 

 

Comprehensive loss

 

$

(30,818

)

 

$

(13,610

)

Reconciliation of net loss to net loss attributable to common stockholders:

 

 

 

 

 

 

 

 

Net loss

 

$

(30,458

)

 

$

(13,610

)

Accretion of redeemable convertible preferred stock to redemption value, including dividends on preferred stock

 

 

(1,277

)

 

 

(2,963

)

Net loss attributable to common stockholders

 

$

(31,735

)

 

$

(16,573

)

Net loss per common share attributable to common stockholders, basic and diluted

 

$

(1.03

)

 

$

(2.86

)

Weighted-average common shares used in net loss per share attributable to common stockholders, basic and diluted

 

 

30,725,077

 

 

 

5,795,481

 

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

 

2


 

Beam Therapeutics Inc.

Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit)

(Unaudited)

(in thousands, except share amounts)

 

 

Redeemable Convertible

Preferred Stock

 

 

 

Common Stock

 

 

Additional

Paid-in

 

 

Accumulated

Other

Comprehensive

 

 

Accumulated

 

 

Total

Stockholders’

 

 

 

Shares

 

 

Amount

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

(Loss) Income

 

 

Deficit

 

 

Deficit

 

Balance at December 31, 2018

 

 

119,308,387

 

 

$

251,434

 

 

 

 

5,565,368

 

 

$

56

 

 

$

7,256

 

 

 

 

 

$

(124,718

)

 

$

(117,406

)

Issuance of Series B redeemable convertible preferred stock, net of issuance costs of $0.1 million

 

 

11,308,397

 

 

 

37,901

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accretion of redeemable convertible preferred stock to redemption value

 

 

 

 

 

2,963

 

 

 

 

 

 

 

 

 

 

(2,963

)

 

 

 

 

 

 

 

 

(2,963

)

Vesting of restricted common stock

 

 

 

 

 

 

 

 

 

388,562

 

 

 

4

 

 

 

(4

)

 

 

 

 

 

 

 

 

 

Issuance of common stock related to license agreement

 

 

 

 

 

 

 

 

 

16,725

 

 

 

 

 

 

113

 

 

 

 

 

 

 

 

 

113

 

Stock-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

869

 

 

 

 

 

 

 

 

 

869

 

Exercise of common stock options

 

 

 

 

 

 

 

 

 

12,502

 

 

 

 

 

 

7

 

 

 

 

 

 

 

 

 

7

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(13,610

)

 

 

(13,610

)

Balance at March 31, 2019

 

 

130,616,784

 

 

$

292,298

 

 

 

 

5,983,157

 

 

$

60

 

 

$

5,278

 

 

$

 

 

$

(138,328

)

 

$

(132,990

)

 

 

 

Redeemable Convertible

Preferred Stock

 

 

 

Common Stock

 

 

Additional

Paid-in

 

 

Accumulated

Other

Comprehensive

 

 

Accumulated

 

 

Total

Stockholders’

(Deficit)

 

 

 

Shares

 

 

Amount

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

(Loss) Income

 

 

Deficit

 

 

Equity

 

Balance at December 31, 2019

 

 

130,616,784

 

 

$

302,049

 

 

 

 

7,326,185

 

 

$

73

 

 

$

1,851

 

 

$

16

 

 

$

(203,044

)

 

$

(201,104

)

Accretion of redeemable convertible preferred stock to redemption value

 

 

 

 

 

1,277

 

 

 

 

 

 

 

 

 

 

(1,277

)

 

 

 

 

 

 

 

 

(1,277

)

Conversion of redeemable convertible preferred stock to common stock upon closing of initial public offering

 

 

(130,616,784

)

 

 

(303,326

)

 

 

 

29,127,523

 

 

 

291

 

 

 

303,035

 

 

 

 

 

 

 

 

 

303,326

 

Issuance of common stock from initial public offering, net of issuance costs of $18.7 million

 

 

 

 

 

 

 

 

 

12,176,471

 

 

 

122

 

 

 

188,201

 

 

 

 

 

 

 

 

 

188,323

 

Vesting of restricted common stock

 

 

 

 

 

 

 

 

 

387,866

 

 

 

4

 

 

 

(4

)

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,792

 

 

 

 

 

 

 

 

 

2,792

 

Exercise of common stock options

 

 

 

 

 

 

 

 

 

59,305

 

 

 

1

 

 

 

151

 

 

 

 

 

 

 

 

 

152

 

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(360

)

 

 

 

 

 

(360

)

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(30,458

)

 

 

(30,458

)

Balance at March 31, 2020

 

 

 

 

$

 

 

 

 

49,077,350

 

 

$

491

 

 

$

494,749

 

 

$

(344

)

 

$

(233,502

)

 

$

261,394

 

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

 

3


 

Beam Therapeutics Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(in thousands)

 

 

Three Months Ended March 31,

 

 

 

2020

 

 

2019

 

Operating activities

 

 

 

 

 

 

 

 

Net loss

 

$

(30,458

)

 

$

(13,610

)

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

 

 

 

 

 

 

 

 

Depreciation

 

 

1,100

 

 

 

735

 

Amortization of investment premiums

 

 

(129

)

 

 

 

Stock-based compensation expense

 

 

2,792

 

 

 

869

 

Change in operating lease right-of-use assets

 

 

952

 

 

 

206

 

Non-cash research and development license expense

 

 

264

 

 

 

113

 

Change in fair value of derivative liabilities

 

 

2,700

 

 

 

1,000

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

Prepaid expenses and other current assets

 

 

(3,559

)

 

 

(425

)

Other long-term assets

 

 

(77

)

 

 

(78

)

Accounts payable

 

 

(471

)

 

 

(1,517

)

Accrued expenses and other liabilities

 

 

378

 

 

 

(595

)

Operating lease liabilities

 

 

(879

)

 

 

(382

)

Financing milestone liabilities

 

 

 

 

 

(12,000

)

Other long-term liabilities

 

 

(6

)

 

 

(173

)

Net cash used in operating activities

 

 

(27,393

)

 

 

(25,857

)

Investing activities

 

 

 

 

 

 

 

 

Purchases of property and equipment

 

 

(3,046

)

 

 

(2,354

)

Purchases of marketable securities

 

 

(117,719

)

 

 

 

Maturities of marketable securities

 

 

44,723

 

 

 

 

Purchase of long-term investment

 

 

(750

)

 

 

 

Net cash used in investing activities

 

 

(76,792

)

 

 

(2,354

)

Financing activities

 

 

 

 

 

 

 

 

Proceeds from issuance of Series B Preferred Stock, net

 

 

 

 

 

37,901

 

Proceeds from initial public offering, net of underwriting discount

 

 

192,510

 

 

 

 

Payment of initial public offering costs

 

 

(958

)

 

 

 

Proceeds from equipment financings

 

 

1,625

 

 

 

 

Repayment of equipment financings

 

 

(315

)

 

 

 

Proceeds from exercise of stock options

 

 

152

 

 

 

7

 

Net cash provided by financing activities

 

 

193,014

 

 

 

37,908

 

 

 

 

 

 

 

 

 

 

Net change in cash, cash equivalents and restricted cash

 

 

88,829

 

 

 

9,697

 

Cash, cash equivalents and restricted cash—beginning of period

 

 

50,553

 

 

 

147,936

 

Cash, cash equivalents and restricted cash—end of period

 

$

139,382

 

 

$

157,633

 

 

 

 

 

 

 

 

 

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

134

 

 

$

 

 

 

 

 

 

 

 

 

 

Supplemental disclosure of noncash investing and financing activities:

 

 

 

 

 

 

 

 

Conversion of redeemable convertible preferred stock to common stock upon closing of the initial public offering

 

$

303,326

 

 

$

 

Property and equipment additions in accounts payable and accrued expenses

 

$

1,032

 

 

$

1,573

 

Operating lease liabilities arising from obtaining right-of-use assets

 

$

4,032

 

 

$

 

Issuance of common stock for research and development license

 

$

 

 

$

113

 

Equity issuance costs in accounts payable and accrued expenses

 

$

707

 

 

$

 

Accretion of redeemable convertible preferred stock to redemption value, including dividends on preferred stock

 

$

1,277

 

 

$

2,963

 

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

 

4


 

Beam Therapeutics Inc.

Notes to Condensed Consolidated Financial Statements (Unaudited)

1. Nature of the business and basis of presentation

Organization

Beam Therapeutics Inc. (the “Company” or “Beam”) is a research stage biotechnology company committed to creating a new class of precision genetic medicines, based on the Company’s proprietary base editing technology, with a vision of providing life-long cures to patients suffering from serious diseases. The Company was incorporated in January 2017 as a Delaware corporation and began operations in July 2017. Its principal offices are in Cambridge, Massachusetts.

Liquidity and capital resources

Since its inception, the Company has devoted substantially all of our resources to building our base editing platform and advancing development of our portfolio of programs, establishing and protecting our intellectual property, conducting research and development activities, organizing and staffing our company, business planning, raising capital and providing general and administrative support for these operations. The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry including, but not limited to, technical risks associated with the successful research, development and manufacturing of product candidates, development by competitors of new technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations and the ability to secure additional capital to fund operations. Current and future programs will require significant research and development efforts, including extensive preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel and infrastructure. Even if the Company’s drug development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales.

In connection with the Company’s initial public offering, or IPO, the Company’s board of directors approved a one-for-4.4843 reverse stock split of its issued and outstanding common stock and stock options and a proportional adjustment to the existing conversion ratios for the Company’s redeemable convertible preferred stock effective as of January 24, 2020. Accordingly, all common stock shares, per share amounts, and additional paid in capital amounts for all periods presented in the accompanying financial statements have been retroactively adjusted, where applicable, to reflect the reverse stock split and adjustment to the preferred stock conversion ratios.

In February 2020, the Company completed its IPO in which the Company issued and sold 12,176,471 shares of its common stock, including 1,588,235 shares pursuant to the full exercise of the underwriters’ option to purchase additional shares, at a public offering price of $17.00 per share, for aggregate gross proceeds of $207.0 million. The Company received approximately $188.3 million in net proceeds after deducting underwriting discounts and estimated offering expenses payable by the Company. In connection with the IPO, all outstanding shares of redeemable convertible preferred stock converted into 29,127,523 shares of the Company’s common stock.

Since its inception, the Company has incurred substantial losses and had an accumulated deficit of $233.5 million as of March 31, 2020. The Company expects to generate operating losses and negative operating cash flows for the foreseeable future. The Company expects that its cash, cash equivalents, and marketable securities as of March 31, 2020 of $253.4 million will be sufficient to fund its operations for at least the next twelve months from the date of issuance of these financial statements. The Company will need additional financing to support its continuing operations and pursue its growth strategy. Until such time as the Company can generate significant revenue from product sales, if ever, it expects to finance its operations through a combination of equity offerings, debt financings, collaborations, strategic alliances and licensing arrangements. The Company may be unable to raise additional funds or enter into such other agreements when needed on favorable terms or at all. The inability to raise capital as and when needed would have a negative impact on the Company’s financial condition and its ability to pursue its business strategy. The Company will need to generate significant revenue to achieve profitability, and it may never do so.

Basis of presentation

The accompanying condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles, or GAAP, and pursuant to the rules and regulations of the Securities and Exchange Commission, or SEC. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification, or ASC, and Accounting Standards Update, or ASU, of the Financial Accounting Standards Board, or FASB.

The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited financial statements. In the opinion of the Company’s management, the accompanying unaudited interim condensed consolidated financial statements contain all adjustments that are necessary to present fairly the Company’s financial position as of March 31, 2020, the

5


 

results of its operations and other comprehensive loss, redeemable convertible preferred stock and stockholders’ equity (deficit), and cash flows for the three months ended March 31, 2020 and 2019. Such adjustments are of a normal and recurring nature. The results for the three months ended March 31, 2020 are not necessarily indicative of the results for the year ending December 31, 2020, or for any future period. These interim financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2019, and notes thereto, which are included in the Company’s Annual Report on Form 10-K that was filed with the SEC on March 30, 2020.

Consolidation

The accompanying condensed consolidated financial statements include the accounts of Beam Therapeutics Inc. and its wholly owned subsidiaries, Blink Therapeutics Inc., or Blink, which is a Delaware subsidiary that holds certain intellectual property related to RNA base editing, and Beam Therapeutics Securities Corporation, which is a Massachusetts subsidiary created to buy, sell and hold securities. All intercompany transactions and balances have been eliminated in consolidation.

COVID-19-related significant risks and uncertainties

With the global spread of the ongoing coronavirus disease of 2019, or COVID-19, pandemic in the first and second quarters of 2020, the Company has implemented business continuity plans designed to address and mitigate the impact of the COVID-19 pandemic on its business. In March 2020, to protect the health of its employees, and their families and communities, the Company restricted access to its offices to personnel who must perform critical activities that must be completed on-site, limited the number of such personnel that can be present at its facilities at any one time, and requested that most of its employees work remotely. In May 2020, as restrictions are eased and the number of remote employees are reduced, the Company expects to incur additional costs to provide a safe working environment to its onsite employees.

The extent to which the COVID-19 pandemic impacts the Company’s business, its corporate development objectives, results of operations and financial condition, and the value of and market for its common stock, will depend on future developments that are highly uncertain and cannot be predicted with confidence at this time, such as the ultimate duration of the pandemic, travel restrictions, quarantines, social distancing and business closure requirements, and the effectiveness of actions taken globally to contain and treat the disease. Disruptions to the global economy, disruption of global healthcare systems, and other significant impacts of the COVID-19 pandemic could have a material adverse effect on the Company’s business, financial condition, results of operations and growth prospects.

While the COVID-19 pandemic did not significantly impact the Company’s business or results of operations during the first quarter of 2020, the length and extent of the pandemic, its consequences, and containment efforts will determine the future impact on the Company’s operations and financial condition.

2. Summary of significant accounting policies

The Company’s significant accounting policies are disclosed in the audited consolidated financial statements for the year ended December 31, 2019, and notes thereto, which are included in the Company’s Annual Report on Form 10-K that was filed with the SEC on March 30, 2020. Since the date of those financial statements, there have been no changes to Beam’s significant accounting policies.

Use of estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses, and the disclosure of contingent assets and liabilities as of and during the reporting period. The Company bases its estimates and assumptions on historical experience when available and on various factors that it believes to be reasonable under the circumstances. The Company evaluates its estimates and assumptions on an ongoing basis. Actual results could differ from these estimates.

The COVID-19 pandemic may have an impact on the development timelines of the Company’s pre-clinical programs. Estimates and assumptions about future events and their effects cannot be determined with certainty and therefore require the exercise of judgment. As of the date of issuance of these financial statements, the Company is not aware of any specific event or circumstance that would require the Company to update its estimates, assumptions and judgments or revise the carrying value of its assets or liabilities. These estimates may change as new events occur and additional information is obtained and are recognized in the consolidated financial statements as soon as they become known. Actual results could differ from those estimates and any such differences may be material to the Company’s financial statements.  

Cash, cash equivalents, and restricted cash

Cash and cash equivalents consist of standard checking accounts, money market accounts, and all highly liquid investments with an original maturity of three months or less at the date of purchase. Restricted cash represents collateral provided for letters of credit issued as security deposits in connection with the Company’s leases of its corporate facilities.

6


 

The following table reconciles cash, cash equivalents, and restricted cash reported within the Company’s condensed consolidated balance sheets to the total of the amounts shown in the condensed consolidated statement of cash flows (in thousands):

 

 

March 31,

2020

 

 

March 31,

2019

 

Cash and cash equivalents

 

$

126,050

 

 

$

156,138

 

Restricted cash

 

 

13,332

 

 

 

1,495

 

Total cash, cash equivalents, and restricted cash

 

$

139,382

 

 

$

157,633

 

Recent accounting pronouncements

In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements, or ASC 808, which clarifies certain transactions between collaborative arrangement participants should be accounted for as revenue when the collaborative arrangement participant is a customer in the context of a unit of account and precludes recognizing as revenue consideration received from a collaborative arrangement participant if the participant is not a customer. ASC 808 will be effective for the Company in the first quarter of fiscal 2021, with early adoption permitted. A retrospective adoption to the date the Company adopted ASC 606, Revenue from Contracts with Customers, is required by recognizing a cumulative-effect adjustment to the opening balance or retained earnings of the earliest period presented. The Company is currently evaluating the impact of the adoption of this standard on its financial statements.

3. Property and equipment, net

Property and equipment consist of the following (in thousands):

 

 

March 31,

2020

 

 

December 31,

2019

 

Leasehold improvements

 

$

12,670

 

 

$

12,653

 

Lab equipment

 

 

13,573

 

 

 

12,029

 

Furniture and fixtures

 

 

1,040

 

 

 

1,040

 

Computer equipment

 

 

547

 

 

 

547

 

Construction in process

 

 

2,236

 

 

 

2,185

 

Total property and equipment

 

 

30,066

 

 

 

28,454

 

 

 

 

 

 

 

 

 

 

Less accumulated depreciation

 

 

(5,264

)

 

 

(4,164

)

Property and equipment, net

 

$

24,802

 

 

$

24,290

 

Depreciation expense for the three months ended March 31, 2020 and 2019 was $1.1 million, and $0.7 million, respectively.

4. fair Value of financial instruments

The Company’s financial instruments that are measured at fair value on a recurring basis consist of cash equivalents, marketable securities, and success payment derivative liabilities pursuant to the license agreement between Harvard University, or Harvard, and the Company, or the Harvard License Agreement, and the license agreement between Broad Institute of MIT and Harvard, or Broad Institute, and Blink, or the Broad License Agreement.

ASC 820, Fair Value Measurements and Disclosures, establishes a fair value hierarchy for those instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and our own assumptions (unobservable inputs). The hierarchy consists of three levels:

 

Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities.

 

Level 2 – Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, directly or indirectly, for substantially the full term of the asset or liability.

 

Level 3 – Unobservable inputs that reflect our own assumptions about the assumptions market participants would use in pricing the asset or liability in which there is little, if any, market activity for the asset or liability at the measurement date.

7


 

The following table sets forth the fair value of the Company’s financial assets and liabilities by level within the fair value hierarchy at March 31, 2020 (in thousands):

 

 

Carrying

amount

 

 

Fair

value

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

70,322

 

 

$

70,322

 

 

$

70,322

 

 

$

 

 

$

 

Commercial paper

 

 

37,255

 

 

 

37,255

 

 

 

 

 

 

37,255

 

 

 

 

Corporate notes

 

 

17,306

 

 

 

17,306

 

 

 

 

 

 

17,306

 

 

 

 

Marketable securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial paper

 

 

72,971

 

 

 

72,971

 

 

 

 

 

 

72,971

 

 

 

 

Corporate notes

 

 

54,421

 

 

 

54,421

 

 

 

 

 

 

54,421

 

 

 

 

Total assets

 

$

252,275

 

 

$

252,275

 

 

$

70,322

 

 

$

181,953

 

 

$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Success payment liability – Harvard

 

$

5,200

 

 

$

5,200

 

 

$

 

 

$

 

 

$

5,200

 

Success payment liability – Broad Institute

 

 

5,300

 

 

 

5,300

 

 

 

 

 

 

 

 

 

5,300

 

Total liabilities

 

$

10,500

 

 

$

10,500

 

 

$

 

 

$

 

 

$

10,500

 

The following table sets forth the fair value of the Company’s financial assets and liabilities by level within the fair value hierarchy at December 31, 2019 (in thousands):

 

 

Carrying

amount

 

 

Fair

value

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

6,172

 

 

$

6,172

 

 

$

6,172

 

 

$

 

 

$

 

Commercial paper

 

 

3,986

 

 

 

3,986

 

 

 

 

 

 

3,986

 

 

 

 

Marketable securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial paper

 

 

36,889

 

 

 

36,889

 

 

 

 

 

 

36,889

 

 

 

 

Corporate notes

 

 

17,738

 

 

 

17,738

 

 

 

 

 

 

17,738

 

 

 

 

Total assets

 

$

64,785

 

 

$

64,785

 

 

$

6,172

 

 

$

58,613

 

 

$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Success payment liability – Harvard

 

$

3,900

 

 

$

3,900

 

 

$

 

 

$

 

 

$

3,900

 

Success payment liability – Broad Institute

 

 

3,900

 

 

 

3,900

 

 

 

 

 

 

 

 

 

3,900

 

Total liabilities

 

$