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Commitments and Contingencies
9 Months Ended
Sep. 30, 2022
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

 

(6) Commitments and Contingencies

The Company has or is subject to the following commitments and contingencies.

Employment Agreements and Reduction of Workforce

The Company maintains employment agreements with several key executive employees. The agreements may be terminated at any time by the Company with or without cause upon written notice to the employee, and entitle the employee to wages in lieu of notice for periods not exceeding one calendar year from the date of termination without cause or by the employee for good reason. Certain of these agreements also provide for payments to be made under certain conditions related to a change in control of the Company.

 

In July 2022, the Company implemented a strategic reduction of the workforce by approximately 67%, or 12 employees.  Personnel reductions were primarily focused in research and development and general and administrative functions.  The restructuring was a result of the Company’s decision to manage operating costs and expenses. During the quarter ended September 30, 2022, the Company recorded total restructuring charges of approximately $790,000, of which $490,000 and $300,000 were recognized in research and development and general and administrative expenses, respectively, in connection with the restructuring, all in the form of one-time termination benefits.  As of September 30, 2022, approximately $250,000 of the total restructuring charges remains unpaid and was included in accrued compensation and employee benefits.

Operating Leases

 

On August 29, 2020 the Company entered into a lease agreement for approximately 5,200 square feet of office facilities in Westminster, Colorado which serves as the Company’s primary business office effective October 1, 2020 (October 2020 Lease). The lease term is 42 months beginning October 1, 2020 and includes an option to renew for an additional 36 month term at the then prevailing rental rate. The exercise of the lease renewal option is at the Company’s sole discretion. The amounts recorded assume the Company will exercise its renewal option. In June 2021, the Company entered into a sublease agreement for approximately 3,000 square feet of additional office facilities in the Company’s primary business office (2021 Lease). The sublease term is 29 months beginning June 2021, with no renewal option. The leases include real estate taxes and insurance, which is not a lease component and is not included in the lease obligation. In addition, common area maintenance charges are based on actual costs incurred and are a non-lease component that is not included in the lease obligation.

 

 

Future minimum commitments due under the October 2020 and 2021 Lease agreements as of September 30, 2022 are as follows (in thousands):

 

Remainder of 2022

$

33

 

2023

 

127

 

2024

 

93

 

2025

 

96

 

2026

 

100

 

Thereafter

 

25

 

Total remaining lease payments

 

474

 

Less: imputed lease interest

 

(65

)

Less: Current portion

 

(108

)

Operating lease liability, net of current portion

$

301

 

 

Rent expense, which is included in general and administrative expense, for the nine months ended September 30, 2022 and 2021 was $94,000 and $78,000, respectively.

 

As of September 30, 2022, the lease liability was $409,000, and the current portion is included in accrued expenses and other liabilities and the non-current portion is in operating lease liability, net of current portion in the accompanying balance sheet. Cash paid for amounts included in the measurement of lease liabilities and the operating cash flows from operating leases for the nine months ended September 30, 2022 and 2021 were $98,000 and $52,000, respectively. The weighted-average remaining lease term for the operating lease as of September 30, 2022 is 4.1 years. The discount rate for the operating lease is 7%.

Patent Agreement

 

In July 2021, the Company entered into a patent assignment agreement (the Agreement) with the University Medical Center of Johannes Gutenberg University Mainz, Germany.

 

Under the terms of the Agreement, the Company received exclusive world-wide patent rights relating to the use of rNAPc2 as a potential treatment for COVID-19, and other indications, based on the research and discoveries from Univ.-Prof. Dr. Wolfram Ruf, the Scientific Director and Alexander von Humboldt Professor at the Center for Thrombosis and Hemostasis (CTH) of the University Medical Center Mainz, and his collaborators. The Company has upfront and potential milestone obligations to the University Medical Center Mainz that could total approximately €1.6 million and royalty obligations in the low single digit range, if rNAPc2 receives regulatory approval and is commercialized. The term of the Agreement extends to the date of expiration of the last to expire of any of the assigned patents.