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Leases
3 Months Ended
Mar. 31, 2023
Leases [Abstract]  
Leases

9. Leases

 

Operating Leases

 

In July 2022, the Company entered into a new operating lease agreement for 57,902 square feet of office and laboratory space in Rockville, Maryland for a term of approximately 12.9 years at inception with remaining undiscounted minimum lease payments of approximately $33.7 million as of March 31, 2023. The original Rockville lease contained annual rent escalation and rent abatement clauses as well as an allowance of approximately $12.1 million for tenant improvements. During the three months ending March 31, 2023, the landlord and the Company agreed to substitute $2.8 million of the tenant improvement allowance for cancellation of the rent abatement period. The change was accounted for as a lease modification and the Company recorded an increase in the right-of-use asset and lease liability of $1.3 million. The Company consulted a qualified third-party valuation specialist and determined an incremental borrowing rate of 10.2% to be used as the discount rate of for re-measuring the related operating lease liabilities on the modification date. The Rockville lease provides for optional two five-year extensions. The optional period is not included in the lease term used to determine the ROU asset or lease liability associated with this lease as the Company did not consider it reasonably certain it would exercise the option.

 

In May 2022, the Company entered into a new operating lease agreement for 51,822 square feet of office and laboratory space in Redwood City, California for a term of approximately 11.7 years at inception with remaining undiscounted minimum lease payments of approximately $55.4 million as of March 31, 2023. The Redwood City lease contains annual rent escalation and rent abatement clauses as well as an allowance of approximately $9.8 million for tenant improvements. The Redwood City lease provides for an optional five-year extension. The optional period is not included in the lease term used to determine the ROU asset or lease liability associated with this lease as the Company did not consider it reasonably certain it would exercise the option. The Company consulted a qualified third-party valuation specialist and determined an incremental borrowing rate of 8.5% to be used as the discount rate of for measuring the related operating lease liabilities.

The Company also leases office and laboratory space in Gaithersburg, Maryland that has a term that expires in 2030 unless renewed. This operating lease agreement contains rent escalation, rent abatement clauses, tenant improvement allowances, and optional renewal clauses.

 

All three operating leases include variable lease payments, which are primarily related to common area maintenance, taxes and utility charges. The Company also has short-term operating leases with a term of one year or less.

 

Finance Leases

 

The Lonza SOW entered into in February 2022 with Lonza Houston, Inc. contains an embedded lease as the Company has the exclusive use of, and control over, a portion of the manufacturing facility and equipment of the supplier during the contractual term of the manufacturing arrangement. Lease commencement occurred during the three months ended September 30, 2022 when the applicable manufacturing facility and equipment became available for cGMP manufacturing under the Company’s exclusive use and control. The arrangement provides the Company the ability to early terminate for any reason upon 12 months prior notification to Lonza. The Company did not consider it reasonably certain it would terminate the arrangement when determining the lease term. The arrangement expires in December 2024.

 

The Company elected the practical expedient to combine the lease component and the non-lease components associated with the lease component as a single lease component, except as related to the non-lease component associated with purchase of inventory. The related ROU assets represent assets acquired for research and development activities with no alternative future use and therefore are immediately expensed.

 

The terms and conditions included in the Lonza SOW are subject to change due to the nature of the services provided under the manufacturing arrangement. The Company evaluated such changes during the three months ended March 31, 2023 and determined they resulted in a modification of the existing lease. The Company remeasured and reallocated the remaining consideration in the contract and reassessed the classification at the modification date.

 

The Company recorded $1.7 million of research and development expense and $1.0 million of interest expense (included in other income, net in the accompanying condensed consolidated statements of operations and comprehensive loss) on its finance lease liabilities during the three months ended March 31, 2023. The Company had $35.2 million and $15.4 million of current and non-current finance lease liabilities, respectively, for this lease arrangement as of March 31, 2023.

 

The Company’s total lease costs were as follows (in thousands):

 

 

Three Months Ended March 31,

 

 

2023

 

2022

 

Finance lease costs:

 

 

 

 

Right-of-use assets with no alternative future use

$

1,705

 

$

 

Amortization of right-of-use assets

 

25

 

 

Interest on lease liabilities

 

1,031

 

 

Operating lease costs

 

1,714

 

 

163

 

Short-term lease costs

 

8

 

 

377

 

Variable lease costs

 

1,435

 

 

14

 

Total lease costs

$

5,918

 

$

554

 

 

Future minimum lease payments were as follows (in thousands) as of March 31, 2023:

 

 

Operating Leases

 

Finance Leases

 

Remainder of 2023

$

3,593

 

$

29,123

 

2024

 

7,554

 

 

24,722

 

2025

 

8,161

 

 

2026

 

8,412

 

 

2027

 

8,672

 

 

2028

 

8,939

 

 

Thereafter

 

49,934

 

 

Total lease payments

 

95,265

 

 

53,845

 

Less:

 

 

 

 

   Tenant improvement incentive

 

(22,160

)

 

   Imputed interest

 

(36,164

)

 

(3,138

)

Present value of total lease liabilities

$

36,941

 

$

50,707

 

 

Supplemental cash flow information related to leases is as follows (in thousands):

 

 

Three Months Ended March 31,

 

 

2023

 

2022

 

 Cash paid for amounts included in the measurement of lease liabilities:

 

 

 

 

   Operating cash flows from finance leases

$

1,124

 

$

 

   Operating cash flows from operating leases

 

757

 

 

206

 

   Financing cash flows from finance leases

 

4,929

 

 

 Right-of-use assets obtained in exchange for new finance lease liabilities

 

1,705

 

 

 Right-of-use assets obtained in exchange for new operating lease liabilities

 

1,296

 

 

3,308

 

 

Weighted-average remaining lease terms and discount rates were as follows as of March 31, 2023:

 

 Weighted-average remaining lease term — finance leases

1.8 years

 Weighted-average remaining lease term — operating leases

11.1 years

 Weighted-average discount rate — finance leases

9.4%

 Weighted-average discount rate — operating leases

9.1%