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Commitments and Contingencies
3 Months Ended
Mar. 31, 2020
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

7. Commitments and Contingencies

Leases

On February 12, 2019, the Company entered into a lease with Shigo Center Plaza Owners, LLC, for approximately 17,705 square feet of office space for a new headquarters located at 3 Center Plaza, Boston, Massachusetts. The lease has a term of 124 months with an option to extend the lease for 60 additional months. As part of the agreement the Company is required to maintain a letter of credit, which upon signing was $1.3 million and is classified as restricted cash within the consolidated financial statements. Under the lease agreement, the Company began paying monthly rent beginning four months after the lease commencement, which was June 21, 2019, with total lease payments over the initial term of $10.7 million. During the fourth quarter of 2019 and in conjunction with entering into the Merger Agreement with Chondrial, the Company performed an impairment review of the Company’s headquarters lease and related assets and determined that an impairment had not occurred as the estimated fair value of the asset exceeded the carrying value. In addition, due to the continued impact of the COVID-19 pandemic, the Company updated its impairment review as of March 31, 2020 and determined that an impairment had not occurred.

In October 2015, the Company entered into an operating lease for office space in San Diego, California, effective as of October 1, 2015, with a term extended to expire on December 31, 2024.

The future minimum lease payments for the next five years and thereafter as of March 31, 2020, are as follows:

 

Year Ending December 31,

 

Operating

 

(in thousands)

Leases

 

2020 (April - December)

 

 

824

 

2021

 

 

1,120

 

2022

 

 

1,143

 

2023

 

 

1,165

 

2024

 

 

1,189

 

Thereafter

 

 

5,396

 

Total lease payments

 

 

10,837

 

Less: imputed interest

 

 

(4,081

)

Present value of lease liabilities

 

$

6,756

 

 

During the three months ended March 31, 2020 the Company did not incur any lease expense associated with research and development activities, and the Company incurred $0.3 million of lease expense associated with general and administrative activities. During the three months ended March 31, 2019 the Company incurred $0.1 million of lease expense associated with research and development activities and less than $0.1 million of lease expense associated with general and administrative activities. The components of lease expense are as follows:

 

 

 

Three Months Ended March 31,

 

 

2020

 

 

2019

 

 

 

(in thousands)

 

Operating lease cost

 

$

331

 

 

$

127

 

Short-term lease cost

 

 

 

 

 

41

 

Sublease income

 

 

(28

)

 

 

(28

)

Total lease cost

 

$

303

 

 

$

140

 

 

The weighted average remaining lease term and weighted average discount rate of our operating leases are as follows:

 

 

 

As of March 31,

 

 

As of December 31,

 

 

2020

 

 

2019

 

Weighted average remaining lease term in years

 

 

9.24

 

 

 

9.49

 

Weighted average discount rate

 

 

11.1

%

 

 

11.1

%

Cash paid for amounts included in the measurement of operating lease liabilities was $0.3 million and $0.1 million during the three months ended March 31, 2020 and 2019, respectively, and is included in operating activities within the condensed consolidated statements of cash flows. There were no additional right-of-use assets recognized as non-cash asset additions that resulted from new operating lease liabilities during the three months ended March 31, 2020 or 2019.

Indemnification Agreements

In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners, and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its management team and its board of directors that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company does not believe that the outcome of any claims under indemnification arrangements will have a material effect on its financial position, results of operations or cash flows, and it has not accrued any liabilities related to such obligations in its condensed consolidated financial statements as of March 31, 2020.

Legal Proceedings

The Company accrues a liability for legal contingencies when it believes that it is both probable that a liability has been incurred and that the Company can reasonably estimate the amount of the loss. The Company reviews these accruals and adjusts them to reflect ongoing negotiations, settlements, rulings, advice of legal counsel and other relevant information. To the extent new information is obtained and the views on the probable outcomes of claims, suits, assessments, investigations or legal proceedings change, changes in the Company’s accrued liabilities would be recorded in the period in which such determination is made. In addition, in accordance with the relevant authoritative guidance, for any matters in which the likelihood of material loss is at least reasonably possible, the Company will provide disclosure of the possible loss or range of loss. If a reasonable estimate cannot be made, however, the Company will provide disclosure to that effect. The Company expenses legal costs as they are incurred.

The Company may periodically become subject to other 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 claims as of March 31, 2020.