0001564590-22-007867.txt : 20220301 0001564590-22-007867.hdr.sgml : 20220301 20220301073559 ACCESSION NUMBER: 0001564590-22-007867 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 125 CONFORMED PERIOD OF REPORT: 20211231 FILED AS OF DATE: 20220301 DATE AS OF CHANGE: 20220301 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AGENUS INC CENTRAL INDEX KEY: 0001098972 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 061562417 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-29089 FILM NUMBER: 22693966 BUSINESS ADDRESS: STREET 1: 3 FORBES ROAD CITY: LEXINGTON STATE: MA ZIP: 02421 BUSINESS PHONE: 781-674-4410 MAIL ADDRESS: STREET 1: 3 FORBES ROAD CITY: LEXINGTON STATE: MA ZIP: 02421 FORMER COMPANY: FORMER CONFORMED NAME: ANTIGENICS INC /DE/ DATE OF NAME CHANGE: 19991115 10-K 1 agen-10k_20211231.htm 10-K agen-10k_20211231.htm
false FY AGENUS INC 0001098972 --12-31 true true P10D P30D P30D P60D P60D P60D 0 0 0 P3Y P4Y http://fasb.org/us-gaap/2021-01-31#LicenseMember 1 P90D P1Y P1Y Quarterly 0 1 P5Y 0 0 P7Y P4Y P2Y P15Y P4Y6M P7Y P7Y P2Y P15Y P6Y P3Y P4Y P2Y Indefinite P35Y P10Y P10Y P12Y P3Y P4Y P6Y P5Y P7Y3M P7Y3M P6Y2M8D http://fasb.org/us-gaap/2021-01-31#OtherAssets http://fasb.org/us-gaap/2021-01-31#OtherAssets http://fasb.org/us-gaap/2021-01-31#OtherLiabilitiesCurrent http://fasb.org/us-gaap/2021-01-31#OtherLiabilitiesCurrent http://fasb.org/us-gaap/2021-01-31#OtherLiabilitiesNoncurrent http://fasb.org/us-gaap/2021-01-31#OtherLiabilitiesNoncurrent P12Y P2Y P2Y6M P1Y3M18D 0001098972 2021-01-01 2021-12-31 xbrli:shares 0001098972 2022-01-31 iso4217:USD 0001098972 2021-06-30 0001098972 2021-12-31 0001098972 2020-12-31 0001098972 agen:SeriesC1ConvertiblePreferredStockMember 2020-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember 2021-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember 2020-12-31 0001098972 agen:SeriesC1ConvertiblePreferredStockMember 2021-12-31 iso4217:USD xbrli:shares 0001098972 agen:ResearchAndDevelopmentRevenueMember 2021-01-01 2021-12-31 0001098972 agen:ResearchAndDevelopmentRevenueMember 2020-01-01 2020-12-31 0001098972 agen:ResearchAndDevelopmentRevenueMember 2019-01-01 2019-12-31 0001098972 agen:RevenueMember 2021-01-01 2021-12-31 0001098972 agen:RevenueMember 2020-01-01 2020-12-31 0001098972 agen:RoyaltySalesMilestoneMember 2019-01-01 2019-12-31 0001098972 us-gaap:ProductAndServiceOtherMember 2021-01-01 2021-12-31 0001098972 us-gaap:ProductAndServiceOtherMember 2020-01-01 2020-12-31 0001098972 us-gaap:ProductAndServiceOtherMember 2019-01-01 2019-12-31 0001098972 agen:NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesAndMilestoneMember 2021-01-01 2021-12-31 0001098972 agen:NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesAndMilestoneMember 2020-01-01 2020-12-31 0001098972 agen:NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesAndMilestoneMember 2019-01-01 2019-12-31 0001098972 2020-01-01 2020-12-31 0001098972 2019-01-01 2019-12-31 0001098972 agen:SeriesC1ConvertiblePreferredStockMember 2018-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember us-gaap:PreferredStockMember 2018-12-31 0001098972 us-gaap:CommonStockMember 2018-12-31 0001098972 us-gaap:AdditionalPaidInCapitalMember 2018-12-31 0001098972 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-12-31 0001098972 us-gaap:NoncontrollingInterestMember 2018-12-31 0001098972 us-gaap:RetainedEarningsMember 2018-12-31 0001098972 2018-12-31 0001098972 us-gaap:NoncontrollingInterestMember 2019-01-01 2019-12-31 0001098972 us-gaap:RetainedEarningsMember 2019-01-01 2019-12-31 0001098972 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-01-01 2019-12-31 0001098972 us-gaap:RetainedEarningsMember us-gaap:AccountingStandardsUpdate201602Member srt:RevisionOfPriorPeriodAccountingStandardsUpdateAdjustmentMember 2019-12-31 0001098972 us-gaap:AccountingStandardsUpdate201602Member srt:RevisionOfPriorPeriodAccountingStandardsUpdateAdjustmentMember 2019-12-31 0001098972 us-gaap:AdditionalPaidInCapitalMember 2019-01-01 2019-12-31 0001098972 us-gaap:CommonStockMember 2019-01-01 2019-12-31 0001098972 agen:SeriesC1ConvertiblePreferredStockMember 2019-01-01 2019-12-31 0001098972 agen:SeriesC1ConvertiblePreferredStockMember 2019-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember us-gaap:PreferredStockMember 2019-12-31 0001098972 us-gaap:CommonStockMember 2019-12-31 0001098972 us-gaap:AdditionalPaidInCapitalMember 2019-12-31 0001098972 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-12-31 0001098972 us-gaap:NoncontrollingInterestMember 2019-12-31 0001098972 us-gaap:RetainedEarningsMember 2019-12-31 0001098972 2019-12-31 0001098972 us-gaap:NoncontrollingInterestMember 2020-01-01 2020-12-31 0001098972 us-gaap:RetainedEarningsMember 2020-01-01 2020-12-31 0001098972 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-01-01 2020-12-31 0001098972 us-gaap:AdditionalPaidInCapitalMember 2020-01-01 2020-12-31 0001098972 us-gaap:CommonStockMember 2020-01-01 2020-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember us-gaap:PreferredStockMember 2020-12-31 0001098972 us-gaap:CommonStockMember 2020-12-31 0001098972 us-gaap:AdditionalPaidInCapitalMember 2020-12-31 0001098972 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-12-31 0001098972 us-gaap:NoncontrollingInterestMember 2020-12-31 0001098972 us-gaap:RetainedEarningsMember 2020-12-31 0001098972 us-gaap:NoncontrollingInterestMember 2021-01-01 2021-12-31 0001098972 us-gaap:RetainedEarningsMember 2021-01-01 2021-12-31 0001098972 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-01-01 2021-12-31 0001098972 us-gaap:AdditionalPaidInCapitalMember 2021-01-01 2021-12-31 0001098972 us-gaap:CommonStockMember 2021-01-01 2021-12-31 0001098972 agen:SeriesC1ConvertiblePreferredStockMember 2021-01-01 2021-12-31 0001098972 us-gaap:TreasuryStockMember 2021-01-01 2021-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember us-gaap:PreferredStockMember 2021-12-31 0001098972 us-gaap:CommonStockMember 2021-12-31 0001098972 us-gaap:AdditionalPaidInCapitalMember 2021-12-31 0001098972 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-12-31 0001098972 us-gaap:NoncontrollingInterestMember 2021-12-31 0001098972 us-gaap:RetainedEarningsMember 2021-12-31 0001098972 agen:EmployeeBonusMember 2021-12-31 0001098972 agen:PaymentForServicesMember 2021-12-31 0001098972 agen:BusinessAcquisitionMember 2021-12-31 0001098972 agen:EmployeeBonusMember 2021-01-01 2021-12-31 0001098972 agen:PaymentForServicesMember 2021-01-01 2021-12-31 0001098972 agen:PaymentForServicesMember 2020-01-01 2020-12-31 0001098972 agen:PaymentForServicesMember 2019-01-01 2019-12-31 0001098972 agen:BusinessAcquisitionRelatedMember 2020-01-01 2020-12-31 agen:Subsidiary xbrli:pure agen:Segment 0001098972 agen:OneCollaborationPartnerMember us-gaap:CustomerConcentrationRiskMember us-gaap:SalesRevenueNetMember 2021-01-01 2021-12-31 0001098972 agen:OneCollaborationPartnerMember us-gaap:CustomerConcentrationRiskMember us-gaap:SalesRevenueNetMember 2020-01-01 2020-12-31 0001098972 agen:OneCollaborationPartnerMember us-gaap:CustomerConcentrationRiskMember us-gaap:SalesRevenueNetMember 2019-01-01 2019-12-31 0001098972 us-gaap:WarrantMember 2021-01-01 2021-12-31 0001098972 us-gaap:WarrantMember 2020-01-01 2020-12-31 0001098972 us-gaap:WarrantMember 2019-01-01 2019-12-31 0001098972 us-gaap:EmployeeStockOptionMember 2021-01-01 2021-12-31 0001098972 us-gaap:EmployeeStockOptionMember 2020-01-01 2020-12-31 0001098972 us-gaap:EmployeeStockOptionMember 2019-01-01 2019-12-31 0001098972 us-gaap:RestrictedStockMember 2021-01-01 2021-12-31 0001098972 us-gaap:RestrictedStockMember 2020-01-01 2020-12-31 0001098972 us-gaap:RestrictedStockMember 2019-01-01 2019-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember 2021-01-01 2021-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember 2020-01-01 2020-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember 2019-01-01 2019-12-31 0001098972 agen:SeriesC1RedeemableConvertiblePreferredStockMember 2020-01-01 2020-12-31 0001098972 agen:SeriesC1RedeemableConvertiblePreferredStockMember 2019-01-01 2019-12-31 0001098972 agen:AccountingStandardUpdate201912Member 2021-12-31 0001098972 agen:A4antibodyAcquisitionMember 2014-02-12 0001098972 agen:A4antibodyAcquisitionMember agen:ContingentMilestone1Member 2014-02-12 0001098972 agen:A4antibodyAcquisitionMember agen:ContingentMilestone1Member 2014-02-10 2014-02-12 0001098972 agen:A4antibodyAcquisitionMember agen:ContingentMilestone2Member 2014-02-12 0001098972 agen:A4antibodyAcquisitionMember agen:ContingentMilestone2Member 2014-02-10 2014-02-12 0001098972 agen:A4antibodyAcquisitionMember agen:ContingentMilestone3Member 2014-02-12 0001098972 agen:A4antibodyAcquisitionMember agen:ContingentMilestone3Member 2014-02-10 2014-02-12 agen:Milestone 0001098972 agen:A4antibodyAcquisitionMember 2021-01-01 2021-12-31 0001098972 agen:PhosImmuneIncMember 2015-12-23 0001098972 agen:PhosImmuneIncMember agen:ContingentMilestone1Member 2015-12-23 0001098972 agen:PhosImmuneIncMember agen:ContingentMilestone1Member 2015-12-22 2015-12-23 0001098972 agen:PhosImmuneIncMember agen:ContingentMilestone2Member 2015-12-23 0001098972 agen:PhosImmuneIncMember agen:ContingentMilestone2Member 2015-12-22 2015-12-23 0001098972 agen:PhosImmuneIncMember agen:ContingentMilestone3Member 2015-12-23 0001098972 agen:PhosImmuneIncMember agen:ContingentMilestone3Member 2015-12-22 2015-12-23 0001098972 us-gaap:IntellectualPropertyMember srt:MinimumMember 2021-01-01 2021-12-31 0001098972 us-gaap:TrademarksMember srt:MinimumMember 2021-01-01 2021-12-31 0001098972 us-gaap:OtherIntangibleAssetsMember srt:MinimumMember 2021-01-01 2021-12-31 0001098972 us-gaap:IntellectualPropertyMember srt:MaximumMember 2021-01-01 2021-12-31 0001098972 us-gaap:TrademarksMember srt:MaximumMember 2021-01-01 2021-12-31 0001098972 us-gaap:OtherIntangibleAssetsMember srt:MaximumMember 2021-01-01 2021-12-31 0001098972 us-gaap:IntellectualPropertyMember 2021-12-31 0001098972 us-gaap:TrademarksMember 2021-12-31 0001098972 us-gaap:OtherIntangibleAssetsMember 2021-12-31 0001098972 us-gaap:IntellectualPropertyMember srt:MinimumMember 2020-01-01 2020-12-31 0001098972 us-gaap:OtherIntangibleAssetsMember srt:MinimumMember 2020-01-01 2020-12-31 0001098972 us-gaap:IntellectualPropertyMember srt:MaximumMember 2020-01-01 2020-12-31 0001098972 us-gaap:OtherIntangibleAssetsMember srt:MaximumMember 2020-01-01 2020-12-31 0001098972 us-gaap:TrademarksMember 2020-01-01 2020-12-31 0001098972 us-gaap:IntellectualPropertyMember 2020-12-31 0001098972 us-gaap:TrademarksMember 2020-12-31 0001098972 us-gaap:OtherIntangibleAssetsMember 2020-12-31 0001098972 us-gaap:CarryingReportedAmountFairValueDisclosureMember us-gaap:MoneyMarketFundsMember 2021-12-31 0001098972 us-gaap:EstimateOfFairValueFairValueDisclosureMember us-gaap:MoneyMarketFundsMember 2021-12-31 0001098972 us-gaap:CarryingReportedAmountFairValueDisclosureMember us-gaap:MoneyMarketFundsMember 2020-12-31 0001098972 us-gaap:EstimateOfFairValueFairValueDisclosureMember us-gaap:MoneyMarketFundsMember 2020-12-31 0001098972 us-gaap:CarryingReportedAmountFairValueDisclosureMember us-gaap:USTreasurySecuritiesMember 2021-12-31 0001098972 us-gaap:EstimateOfFairValueFairValueDisclosureMember us-gaap:USTreasurySecuritiesMember 2021-12-31 0001098972 us-gaap:CarryingReportedAmountFairValueDisclosureMember us-gaap:USTreasurySecuritiesMember 2020-12-31 0001098972 us-gaap:EstimateOfFairValueFairValueDisclosureMember us-gaap:USTreasurySecuritiesMember 2020-12-31 0001098972 us-gaap:CarryingReportedAmountFairValueDisclosureMember 2021-12-31 0001098972 us-gaap:EstimateOfFairValueFairValueDisclosureMember 2021-12-31 0001098972 us-gaap:CarryingReportedAmountFairValueDisclosureMember 2020-12-31 0001098972 us-gaap:EstimateOfFairValueFairValueDisclosureMember 2020-12-31 0001098972 us-gaap:ShortTermInvestmentsMember 2021-12-31 0001098972 us-gaap:LandMember 2021-12-31 0001098972 us-gaap:LandMember 2020-12-31 0001098972 us-gaap:BuildingAndBuildingImprovementsMember 2021-12-31 0001098972 us-gaap:BuildingAndBuildingImprovementsMember 2020-12-31 0001098972 us-gaap:FurnitureAndFixturesMember 2021-12-31 0001098972 us-gaap:FurnitureAndFixturesMember 2020-12-31 0001098972 us-gaap:MachineryAndEquipmentMember 2021-12-31 0001098972 us-gaap:MachineryAndEquipmentMember 2020-12-31 0001098972 us-gaap:LeaseholdImprovementsMember 2021-12-31 0001098972 us-gaap:LeaseholdImprovementsMember 2020-12-31 0001098972 us-gaap:ComputerEquipmentMember 2021-12-31 0001098972 us-gaap:ComputerEquipmentMember 2020-12-31 0001098972 us-gaap:LandMember 2021-01-01 2021-12-31 0001098972 us-gaap:BuildingAndBuildingImprovementsMember 2021-01-01 2021-12-31 0001098972 srt:MinimumMember us-gaap:FurnitureAndFixturesMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember us-gaap:FurnitureAndFixturesMember 2021-01-01 2021-12-31 0001098972 srt:MinimumMember us-gaap:MachineryAndEquipmentMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember us-gaap:MachineryAndEquipmentMember 2021-01-01 2021-12-31 0001098972 srt:MinimumMember us-gaap:LeaseholdImprovementsMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember us-gaap:LeaseholdImprovementsMember 2021-01-01 2021-12-31 0001098972 us-gaap:ComputerEquipmentMember 2021-01-01 2021-12-31 0001098972 us-gaap:InternalRevenueServiceIRSMember 2021-12-31 0001098972 agen:FederalAndStateMember srt:MinimumMember 2021-01-01 2021-12-31 0001098972 agen:FederalAndStateMember srt:MaximumMember 2021-01-01 2021-12-31 0001098972 us-gaap:StateAndLocalJurisdictionMember 2021-12-31 0001098972 us-gaap:InternalRevenueServiceIRSMember srt:MinimumMember 2021-01-01 2021-12-31 0001098972 us-gaap:InternalRevenueServiceIRSMember srt:MaximumMember 2021-01-01 2021-12-31 0001098972 us-gaap:StateAndLocalJurisdictionMember srt:MinimumMember 2021-01-01 2021-12-31 0001098972 us-gaap:StateAndLocalJurisdictionMember srt:MaximumMember 2021-01-01 2021-12-31 0001098972 us-gaap:ForeignCountryMember us-gaap:HerMajestysRevenueAndCustomsHMRCMember 2021-12-31 0001098972 us-gaap:ForeignCountryMember us-gaap:AdministrationOfTheTreasuryBelgiumMember 2021-12-31 0001098972 us-gaap:ForeignCountryMember us-gaap:RevenueCommissionersIrelandMember 2021-12-31 0001098972 us-gaap:ForeignCountryMember us-gaap:InlandRevenueHongKongMember 2021-12-31 0001098972 us-gaap:StateAndLocalJurisdictionMember 2021-01-01 2021-12-31 0001098972 agen:WorldwideMember 2021-01-01 2021-12-31 0001098972 agen:WorldwideMember 2020-01-01 2020-12-31 0001098972 2019-06-19 0001098972 us-gaap:SeriesAPreferredStockMember 2013-12-31 0001098972 us-gaap:SeriesAPreferredStockMember 2021-01-01 2021-12-31 0001098972 us-gaap:SeriesAPreferredStockMember 2020-01-01 2020-12-31 0001098972 agen:AtMarketIssuanceSalesAgreementMember agen:BRileyFBRIncMember agen:NewSalesAgreementMember 2020-07-22 0001098972 agen:AtMarketIssuanceSalesAgreementMember agen:BRileyFBRIncMember agen:NewSalesAgreementMember 2021-01-01 2021-12-31 0001098972 agen:BettaHKMember agen:StockPurchaseAgreementMember 2020-01-01 2020-06-30 0001098972 agen:BettaHKMember agen:StockPurchaseAgreementMember 2020-06-30 0001098972 agen:StockPurchaseAgreementMember agen:CertainInstitutionalInvestorsMember agen:SeriesC1ConvertiblePreferredStockMember 2018-10-01 2018-10-31 0001098972 agen:StockPurchaseAgreementMember agen:CertainInstitutionalInvestorsMember agen:SeriesC1ConvertiblePreferredStockMember 2018-10-31 0001098972 agen:MiNKTherapeuticsIncMember 2021-12-31 0001098972 agen:MiNKTherapeuticsIncMember 2020-12-31 0001098972 agen:MiNKTherapeuticsIncMember 2019-12-31 0001098972 agen:SaponiQxIncMember 2021-12-31 0001098972 agen:SaponiQxIncMember 2020-12-31 0001098972 agen:SaponiQxIncMember 2019-12-31 0001098972 agen:MiNKTherapeuticsIncMember 2021-01-01 2021-12-31 0001098972 agen:SaponiQxIncMember 2021-01-01 2021-12-31 0001098972 agen:SaponiQxIncMember 2020-01-01 2020-12-31 0001098972 agen:A2009EIPMember 2021-12-31 0001098972 agen:A2009EIPMember 2009-06-10 0001098972 agen:A2019EIPMember 2019-06-19 0001098972 agen:A2009ESPPMember 2021-12-31 0001098972 agen:A2009ESPPMember agen:EmployeesAndDirectorsMember 2021-01-01 2021-12-31 0001098972 agen:A2009ESPPMember 2021-01-01 2021-12-31 0001098972 agen:A2019ESPPMember 2019-06-30 0001098972 agen:A2019ESPPMember 2021-12-31 0001098972 agen:A2019ESPPMember 2021-01-01 2021-12-31 0001098972 agen:A2015IEPMember 2021-12-31 0001098972 agen:A2009EIPMember 2021-01-01 2021-12-31 0001098972 srt:MinimumMember agen:A2009EIPMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember agen:A2009EIPMember 2021-01-01 2021-12-31 0001098972 us-gaap:EmployeeStockOptionMember 2021-01-01 2021-12-31 0001098972 us-gaap:RestrictedStockMember 2020-12-31 0001098972 us-gaap:PerformanceSharesMember 2021-01-01 2021-12-31 0001098972 agen:A2009And2019ESPPMember 2021-01-01 2021-12-31 0001098972 agen:A2009And2019ESPPMember 2020-01-01 2020-12-31 0001098972 agen:A2009And2019ESPPMember 2019-01-01 2019-12-31 0001098972 agen:ATwentyTwentyEmployeeBonusMember 2021-01-01 2021-12-31 0001098972 us-gaap:ResearchAndDevelopmentExpenseMember 2021-01-01 2021-12-31 0001098972 us-gaap:ResearchAndDevelopmentExpenseMember 2020-01-01 2020-12-31 0001098972 us-gaap:ResearchAndDevelopmentExpenseMember 2019-01-01 2019-12-31 0001098972 us-gaap:GeneralAndAdministrativeExpenseMember 2021-01-01 2021-12-31 0001098972 us-gaap:GeneralAndAdministrativeExpenseMember 2020-01-01 2020-12-31 0001098972 us-gaap:GeneralAndAdministrativeExpenseMember 2019-01-01 2019-12-31 0001098972 agen:LICRMember 2014-12-04 2014-12-05 0001098972 agen:LICRMember 2016-01-24 2016-01-25 0001098972 agen:BristolMyersSquibbCompanyLicenseAgreement1Member 2021-05-17 2021-05-17 0001098972 agen:BristolMyersSquibbCompanyLicenseAgreement1Member agen:DevelopmentRegulatoryAndCommercializationMilestonesMember srt:MaximumMember 2021-05-17 0001098972 agen:BristolMyersSquibbCompanyLicenseAgreement1Member 2021-10-01 2021-10-31 0001098972 agen:BristolMyersSquibbCompanyLicenseAgreement1Member 2021-07-01 2021-07-31 0001098972 agen:LicenseAgreementMember 2021-01-01 2021-12-31 0001098972 agen:LicenseAgreementMember agen:ResearchAndDevelopmentRevenueMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember agen:BettaPharmaceuticalsCollabrationAgreementMember agen:BettaPharmaceuticalsCoLtdMember 2020-07-01 2020-07-31 0001098972 agen:BettaPharmaceuticalsCollabrationAgreementMember agen:BettaPharmaceuticalsCoLtdMember 2020-07-31 0001098972 us-gaap:FixedPriceContractMember agen:BettaPharmaceuticalsCoLtdMember agen:BettaPharmaceuticalsCollabrationAgreementMember 2020-07-31 0001098972 agen:BettaPharmaceuticalsCoLtdMember agen:BettaPharmaceuticalsCollabrationAgreementMember agen:ResearchAndDevelopmentRevenueMember 2021-01-01 2021-12-31 0001098972 agen:BettaPharmaceuticalsCoLtdMember agen:BettaPharmaceuticalsCollabrationAgreementMember agen:ResearchAndDevelopmentRevenueMember 2020-01-01 2020-12-31 0001098972 us-gaap:LicenseMember agen:UroGenLicenseAgreementMember 2019-11-01 2019-11-30 0001098972 agen:UroGenLicenseAgreementMember srt:MaximumMember agen:DevelopmentRegulatoryAndCommercializationMilestonesMember 2019-11-30 0001098972 agen:UroGenLicenseAgreementMember srt:MinimumMember 2019-11-01 2019-11-30 0001098972 agen:UroGenLicenseAgreementMember srt:MaximumMember 2019-11-01 2019-11-30 0001098972 agen:UroGenLicenseAgreementMember 2019-11-01 2019-11-30 0001098972 agen:UroGenLicenseAgreementMember 2021-01-01 2021-12-31 0001098972 agen:UroGenLicenseAgreementMember 2020-01-01 2020-12-31 0001098972 agen:UroGenLicenseAgreementMember 2019-01-01 2019-12-31 0001098972 us-gaap:CollaborativeArrangementMember agen:GileadSciencesIncorporationMember 2019-01-23 2019-01-23 agen:Agreement 0001098972 agen:LicenseAgreementMember 2018-12-19 2018-12-20 agen:Option 0001098972 agen:OptionAndLicenseAgreementMember 2018-12-19 2018-12-20 0001098972 agen:OptionAndLicenseAgreementMember srt:MaximumMember 2018-12-20 0001098972 agen:OptionAndLicenseAgreementMember agen:DevelopmentRegulatoryAndCommercializationMilestonesMember 2018-12-20 0001098972 agen:GileadSciencesIncorporationMember agen:ResearchAndDevelopmentRevenueMember us-gaap:CollaborativeArrangementMember 2021-01-01 2021-12-31 0001098972 agen:GileadSciencesIncorporationMember agen:ResearchAndDevelopmentRevenueMember us-gaap:CollaborativeArrangementMember 2020-01-01 2020-12-31 0001098972 agen:GileadSciencesIncorporationMember agen:ResearchAndDevelopmentRevenueMember us-gaap:CollaborativeArrangementMember 2019-01-01 2019-12-31 0001098972 agen:GileadSciencesIncorporationMember us-gaap:CollaborativeArrangementMember 2019-01-01 2019-12-31 0001098972 2022-01-01 agen:GileadSciencesIncorporationMember 2021-12-31 0001098972 2023-01-01 agen:GileadSciencesIncorporationMember 2021-12-31 agen:Program 0001098972 agen:IncyteCorporationMember 2015-02-17 2015-02-19 0001098972 agen:IncyteCorporationMember srt:ParentCompanyMember 2015-11-30 2015-11-30 0001098972 agen:IncyteCorporationMember agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2018-09-20 2018-09-20 0001098972 agen:IncyteCorporationMember us-gaap:CollaborativeArrangementMember 2018-07-01 2018-09-30 0001098972 agen:IncyteCorporationMember srt:MaximumMember us-gaap:CollaborativeArrangementMember 2021-12-31 0001098972 agen:IncyteCorporationMember 2021-01-01 2021-12-31 0001098972 agen:IncyteCorporationMember us-gaap:CollaborativeArrangementMember 2015-01-08 2015-01-09 0001098972 agen:ProfitShareProductsMember 2015-01-08 2015-01-09 0001098972 agen:RoyaltyBearingProductsMember 2015-01-08 2015-01-09 0001098972 agen:DevelopmentRegulatoryAndCommercializationMilestonesMember 2015-01-08 2015-01-09 0001098972 agen:DevelopmentRegulatoryAndCommercializationMilestonesMember srt:MinimumMember 2015-01-08 2015-01-09 0001098972 agen:DevelopmentRegulatoryAndCommercializationMilestonesMember srt:MaximumMember 2015-01-08 2015-01-09 0001098972 us-gaap:CollaborativeArrangementMember 2015-01-08 2015-01-09 0001098972 us-gaap:CollaborativeArrangementMember agen:IncyteCorporationMember 2017-02-14 2017-02-14 0001098972 agen:IncyteCorporationMember us-gaap:CollaborativeArrangementMember 2015-02-17 2015-02-19 0001098972 us-gaap:LicenseAndServiceMember agen:IncyteCorporationMember 2019-01-01 2019-12-31 0001098972 agen:ResearchAndDevelopmentRevenueMember agen:IncyteCorporationMember 2020-01-01 2020-12-31 0001098972 agen:ResearchAndDevelopmentRevenueMember agen:IncyteCorporationMember 2021-01-01 2021-12-31 0001098972 agen:ResearchAndDevelopmentServicesMember agen:IncyteCorporationMember 2019-01-01 2019-12-31 0001098972 agen:IncyteCorporationMember 2019-01-01 2019-12-31 0001098972 agen:MerckCollaborationAndLicenseAgreementMember 2019-01-01 2019-12-31 0001098972 agen:XomaMember agen:MerckCollaborationAndLicenseAgreementMember agen:RoyaltyPurchaseAgreementMember 2018-09-20 2018-09-20 0001098972 agen:MerckCollaborationAndLicenseAgreementMember 2018-09-20 2018-09-20 0001098972 agen:ResearchAndDevelopmentRevenueMember agen:MerckCollaborationAndLicenseAgreementMember 2021-01-01 2021-12-31 0001098972 agen:ResearchAndDevelopmentRevenueMember agen:MerckCollaborationAndLicenseAgreementMember 2020-01-01 2020-12-31 0001098972 agen:ResearchAndDevelopmentRevenueMember agen:MerckCollaborationAndLicenseAgreementMember 2019-01-01 2019-12-31 0001098972 us-gaap:LicenseMember agen:GSKSupplyAgreementMember 2006-07-01 2006-07-31 0001098972 agen:GSKSupplyAgreementMember 2006-07-01 2006-07-31 0001098972 agen:GSKSupplyAgreementMember 2007-07-01 2007-07-31 0001098972 agen:GSKSupplyAgreementMember 2012-03-01 2012-03-31 0001098972 agen:GSKAgreementsMember 2017-01-01 2017-12-31 0001098972 agen:GSKAgreementsMember 2012-03-01 2012-03-31 0001098972 agen:GSKAgreementsMember 2019-01-01 2019-12-31 0001098972 agen:GSKAgreementsMember 2021-01-01 2021-12-31 0001098972 agen:GSKAgreementsMember 2020-01-01 2020-12-31 0001098972 agen:LicenseAndCollaborationMilestonesMember country:US 2021-01-01 2021-12-31 0001098972 agen:LicenseAndCollaborationMilestonesMember 2021-01-01 2021-12-31 0001098972 agen:ClinicalProductRevenue1Member country:US 2021-01-01 2021-12-31 0001098972 agen:ClinicalProductRevenue1Member 2021-01-01 2021-12-31 0001098972 agen:ResearchAndDevelopmentServicesMember country:US 2021-01-01 2021-12-31 0001098972 agen:ResearchAndDevelopmentServicesMember 2021-01-01 2021-12-31 0001098972 agen:OtherMember us-gaap:NonUsMember 2021-01-01 2021-12-31 0001098972 agen:OtherMember 2021-01-01 2021-12-31 0001098972 agen:RecognitionOfDeferredResearchAndDevelopmentRevenueMember country:US 2021-01-01 2021-12-31 0001098972 agen:RecognitionOfDeferredResearchAndDevelopmentRevenueMember 2021-01-01 2021-12-31 0001098972 us-gaap:GrantMember country:US 2021-01-01 2021-12-31 0001098972 us-gaap:GrantMember 2021-01-01 2021-12-31 0001098972 agen:NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesAndMilestoneMember country:US 2021-01-01 2021-12-31 0001098972 country:US 2021-01-01 2021-12-31 0001098972 us-gaap:NonUsMember 2021-01-01 2021-12-31 0001098972 agen:LicenseAndCollaborationMilestonesMember country:US 2020-01-01 2020-12-31 0001098972 agen:LicenseAndCollaborationMilestonesMember 2020-01-01 2020-12-31 0001098972 agen:ResearchAndDevelopmentServicesMember country:US 2020-01-01 2020-12-31 0001098972 agen:ResearchAndDevelopmentServicesMember 2020-01-01 2020-12-31 0001098972 agen:OtherMember us-gaap:NonUsMember 2020-01-01 2020-12-31 0001098972 agen:OtherMember 2020-01-01 2020-12-31 0001098972 agen:RecognitionOfDeferredResearchAndDevelopmentRevenueMember country:US 2020-01-01 2020-12-31 0001098972 agen:RecognitionOfDeferredResearchAndDevelopmentRevenueMember 2020-01-01 2020-12-31 0001098972 us-gaap:GrantMember country:US 2020-01-01 2020-12-31 0001098972 us-gaap:GrantMember 2020-01-01 2020-12-31 0001098972 agen:NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesMember country:US 2020-01-01 2020-12-31 0001098972 agen:NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesMember 2020-01-01 2020-12-31 0001098972 country:US 2020-01-01 2020-12-31 0001098972 us-gaap:NonUsMember 2020-01-01 2020-12-31 0001098972 agen:LicenseAndCollaborationMilestonesMember country:US 2019-01-01 2019-12-31 0001098972 agen:LicenseAndCollaborationMilestonesMember 2019-01-01 2019-12-31 0001098972 agen:ResearchAndDevelopmentServicesMember country:US 2019-01-01 2019-12-31 0001098972 agen:ResearchAndDevelopmentServicesMember 2019-01-01 2019-12-31 0001098972 agen:RoyaltySalesMilestoneMember country:US 2019-01-01 2019-12-31 0001098972 us-gaap:ManufacturingFacilityMember country:US 2019-01-01 2019-12-31 0001098972 us-gaap:ManufacturingFacilityMember 2019-01-01 2019-12-31 0001098972 agen:RecognitionOfDeferredResearchAndDevelopmentRevenueMember country:US 2019-01-01 2019-12-31 0001098972 agen:RecognitionOfDeferredResearchAndDevelopmentRevenueMember 2019-01-01 2019-12-31 0001098972 us-gaap:GrantMember country:US 2019-01-01 2019-12-31 0001098972 us-gaap:GrantMember us-gaap:NonUsMember 2019-01-01 2019-12-31 0001098972 us-gaap:GrantMember 2019-01-01 2019-12-31 0001098972 agen:NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesAndMilestoneMember country:US 2019-01-01 2019-12-31 0001098972 country:US 2019-01-01 2019-12-31 0001098972 us-gaap:NonUsMember 2019-01-01 2019-12-31 0001098972 agen:GileadCollaborationAgreementMember 2021-01-01 2021-12-31 0001098972 agen:GileadCollaborationAgreementMember 2021-12-31 0001098972 agen:ResearchAndDevelopmentRevenueMember agen:GileadCollaborationAgreementMember 2021-01-01 2021-12-31 0001098972 agen:IncyteCorporationMember 2021-12-31 0001098972 agen:ChildrenOfArmeniaFundMember srt:MaximumMember 2021-01-01 2021-12-31 0001098972 agen:ChildrenOfArmeniaFundMember 2021-01-01 2021-12-31 0001098972 agen:ProtagenicTherapeuticsIncMember agen:ResearchAndDevelopmentManufacturingServicesMember 2021-01-01 2021-12-31 0001098972 agen:ProtagenicTherapeuticsIncMember srt:ChiefExecutiveOfficerMember 2021-12-31 0001098972 srt:MinimumMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember 2021-01-01 2021-12-31 0001098972 agen:DebenturesMember 2021-12-31 0001098972 agen:TwoThousandFifteenSubordinatedNotesMember 2021-12-31 0001098972 agen:DebenturesMember 2020-12-31 0001098972 agen:TwoThousandFifteenSubordinatedNotesMember 2020-12-31 0001098972 agen:OtherMember 2020-12-31 0001098972 agen:NotesTwoThousandThirteenExchangeToNotesTwoThousandFifteenMember us-gaap:SeniorSubordinatedNotesMember 2015-02-20 0001098972 agen:Notes2015Member us-gaap:SeniorSubordinatedNotesMember 2015-02-20 0001098972 us-gaap:CommonStockMember agen:TwoThousandAndFifteenWarrantMember 2015-02-20 0001098972 agen:TwoThousandAndFifteenWarrantMember 2015-02-20 0001098972 us-gaap:CommonStockMember agen:TwoThousandAndThirteenWarrantsMember 2015-02-20 0001098972 agen:TwoThousandAndThirteenWarrantsMember 2015-02-20 0001098972 agen:Notes2015Member us-gaap:SeniorSubordinatedNotesMember 2020-02-18 0001098972 agen:Notes2015Member us-gaap:SeniorSubordinatedNotesMember 2020-02-17 2020-02-17 0001098972 agen:Notes2015Member us-gaap:SeniorSubordinatedNotesMember 2020-01-19 2020-02-18 0001098972 agen:Notes2015Member us-gaap:CommonStockMember 2020-02-18 0001098972 agen:Notes2015Member us-gaap:CommonStockMember 2020-02-17 2020-02-17 0001098972 agen:Notes2015Member us-gaap:CommonStockMember 2020-01-19 2020-02-18 0001098972 agen:Notes2015Member 2020-02-17 2020-02-17 0001098972 2020-02-18 0001098972 agen:Notes2015Member us-gaap:SeniorSubordinatedNotesMember 2020-01-01 2020-12-31 0001098972 agen:Notes2015Member us-gaap:SeniorSubordinatedNotesMember 2020-04-01 2020-04-30 0001098972 agen:PaycheckProtectionProgramMember us-gaap:NotesPayableToBanksMember agen:COVID19Member 2020-05-01 2020-05-31 0001098972 agen:PaycheckProtectionProgramMember agen:COVID19Member 2021-01-01 2021-12-31 0001098972 agen:PeriodFromInceptionMember 2021-01-01 2021-12-31 0001098972 agen:PeriodFromInceptionMember 2021-12-31 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember 2018-01-06 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember 2018-01-18 2018-01-19 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember 2021-01-01 2021-12-31 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember 2020-01-01 2020-12-31 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember 2019-01-01 2019-12-31 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember srt:MaximumMember 2020-12-31 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember srt:MaximumMember 2018-01-19 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:PriorToTwoThousandTwentyFourMember 2020-12-31 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:PriorToTwoThousandTwentyFourMember 2018-01-19 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:PriorToTwoThousandTwentyFourMember 2020-01-01 2020-12-31 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:PriorToTwoThousandTwentyFourMember 2018-01-05 2018-01-06 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:PriorToTwoThousandTwentySixMember 2021-12-31 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:PriorToTwoThousandTwentySixMember 2018-01-19 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:PriorToTwoThousandTwentySixMember 2018-01-05 2018-01-06 0001098972 agen:HCRMember agen:RoyaltyPurchaseAgreementMember 2021-06-01 2021-06-30 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:TwoThousandTwentyOneMember 2018-01-06 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:TwoThousandNineteenMember 2019-01-01 2019-09-30 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:TwoThousandNineteenMember 2018-01-05 2018-01-06 0001098972 agen:HCRMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:TwoThousandTwentyMember 2018-01-05 2018-01-06 0001098972 agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2018-09-20 2018-09-20 0001098972 agen:IncyteCorporationAndMerckSharpeAndDohmeMember 2018-09-20 2018-09-20 0001098972 agen:RoyaltyPurchaseAgreementMember agen:XomaMember agen:IncyteCorporationAndMerckSharpeAndDohmeMember 2018-09-20 2018-09-20 0001098972 agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2018-09-20 0001098972 agen:RoyaltyPurchaseAgreementMember agen:XomaMember agen:IncyteCorporationMember 2018-07-01 2018-09-30 0001098972 agen:MerckCollaborationAndLicenseAgreementMember agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2020-10-01 2020-12-31 0001098972 agen:MerckCollaborationAndLicenseAgreementMember agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2020-01-01 2020-12-31 0001098972 agen:MerckCollaborationAndLicenseAgreementMember agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2020-12-31 0001098972 agen:PhosImmuneIncMember 2021-12-31 0001098972 agen:OtherContingentMember 2021-12-31 0001098972 srt:WeightedAverageMember 2021-01-01 2021-12-31 0001098972 srt:WeightedAverageMember 2020-01-01 2020-12-31 0001098972 us-gaap:FairValueInputsLevel1Member 2021-12-31 0001098972 us-gaap:FairValueInputsLevel2Member 2021-12-31 0001098972 us-gaap:FairValueInputsLevel3Member 2021-12-31 0001098972 us-gaap:FairValueInputsLevel1Member 2020-12-31 0001098972 us-gaap:FairValueInputsLevel2Member 2020-12-31 0001098972 us-gaap:FairValueInputsLevel3Member 2020-12-31 0001098972 agen:ContingentPurchasePriceMember us-gaap:FairValueInputsLevel3Member 2021-01-01 2021-12-31 0001098972 us-gaap:FairValueInputsLevel3Member 2021-01-01 2021-12-31 0001098972 agen:SharesExchangeAgreementMember agen:ContingentMilestonesTwoMember 2021-12-31 0001098972 agen:SharesExchangeAgreementMember agen:ContingentMilestonesThreeMember 2021-12-31 0001098972 agen:RestOfWorldMember 2021-01-01 2021-12-31 0001098972 agen:RestOfWorldMember 2020-01-01 2020-12-31 0001098972 agen:RestOfWorldMember 2019-01-01 2019-12-31 0001098972 country:US 2021-12-31 0001098972 country:US 2020-12-31 0001098972 agen:RestOfWorldMember 2021-12-31 0001098972 agen:RestOfWorldMember 2020-12-31

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 10-K

 

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

For the fiscal year ended December 31, 2021

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: 000-29089

 

Agenus Inc.

(exact name of registrant as specified in its charter)

 

 

Delaware

 

06-1562417

(State or other jurisdiction of

 

(I.R.S. Employer

incorporation or organization)

 

Identification No.)

3 Forbes Road, Lexington, Massachusetts 02421

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code:

(781674-4400

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

 

Common Stock, $.01 Par Value

AGEN

The Nasdaq Capital Market

(Title of each class)

(Trading Symbol)

(Name of each exchange on which registered)

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

None

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes      No  

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes      No  

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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes      No  

The aggregate market value of Common Stock held by non-affiliates of the registrant as of June 30, 2021 (the last trading day of the registrant’s second fiscal quarter of 2021) was: $1.23 billion. There were 257,153,860 shares of the registrant’s Common Stock outstanding as of January 31, 2022.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Registrant’s Definitive Proxy Statement relating to the 2022 Annual Meeting of Stockholders, which the registrant intends to file with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after the end of the registrant’s fiscal year ended December 31, 2021, are incorporated by reference into Part III of this Report.

 


 

TABLE OF CONTENTS

 

 

 

 

Page

PART I

 

 

ITEM 1.

BUSINESS

 

3

 

Our Business

 

3

 

Intellectual Property Portfolio

 

9

 

Regulatory Compliance

 

10

 

Competition

 

11

 

Human Capital Resources and Employees

 

13

 

Corporate History

 

13

 

Availability of Periodic SEC Reports

 

13

ITEM 1A.

RISK FACTORS

 

13

ITEM 1B.

UNRESOLVED STAFF COMMENTS

 

65

ITEM 2.

PROPERTIES

 

65

ITEM 3.

LEGAL PROCEEDINGS

 

65

ITEM 4.

MINE SAFETY DISCLOSURES

 

65

 

 

 

 

PART II

 

 

ITEM 5.

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

 

66

ITEM 6.

RESERVED

 

67

ITEM 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

68

ITEM 7A.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

76

ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

 

77

ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

 

114

ITEM 9A.

CONTROLS AND PROCEDURES

 

114

ITEM 9B.

OTHER INFORMATION

 

116

ITEM 9C.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

 

117

 

 

 

 

PART III

 

 

ITEM 10.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

 

118

ITEM 11.

EXECUTIVE COMPENSATION

 

118

ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

 

118

ITEM 13.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

 

118

ITEM 14.

PRINCIPAL ACCOUNTANT FEES AND SERVICES

 

118

 

 

 

 

PART IV

 

 

ITEM 15.

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

 

119

ITEM 16

FORM 10-K SUMMARY

 

124

 

 

 


 

Note Regarding Forward-Looking Statements

This Annual Report on Form 10-K and other written and oral statements the Company makes from time to time contain forward-looking statements. You can identify these forward-looking statements by the fact they use words such as “could,” “expect,” “anticipate,” “estimate,” “target,” “may,” “project,” “guidance,” “intend,” “plan,” “believe,” “will,” “potential,” “opportunity,” “future” and other words and terms of similar meaning. Forward-looking statements include discussion of future operating or financial performance. You also can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. Forward-looking statements involve risks and uncertainties that could delay, divert or change any of them, and could cause actual outcomes to differ materially. These statements relate to, among other things, our business strategy, our research and development, our product development efforts, our ability to commercialize our product candidates, the activities of our licensees, our prospects for initiating partnerships or collaborations, the timing of the introduction of products, the effect of new accounting pronouncements, our future operating results and our potential profitability, availability of additional capital as well as our plans, objectives, expectations, and intentions.

Although we believe we have been prudent in our plans and assumptions, no assurance can be given that any goal or plan set forth in forward-looking statements can be achieved, and readers are cautioned not to place undue reliance on such statements, which speak only as of the date of this report. We undertake no obligation to release publicly any revisions to forward-looking statements as a result of new information, future events or otherwise.

The risks identified in this Annual Report on Form 10-K, including, without limitation, the risks set forth in Part I-Item 1A. “Risk Factors,” could cause actual results to differ materially from forward-looking statements contained in this Annual Report on Form 10-K. We encourage you to read those descriptions carefully. Such statements should be evaluated in light of all the information contained in this document.

ASV™, Agenus™, AutoSynVax™, EVAMPLIX™, MiNK™, PSV™, PhosPhoSynVax™, Prophage™, Retrocyte Display™ and Stimulon™ are trademarks of Agenus Inc. and its subsidiaries. All rights reserved.

 

 

2

 


 

PART I

 

 

Item 1.

Business

Our Business

We are a clinical-stage company advancing an extensive pipeline of immune checkpoint antibodies, adoptive cell therapies (through our subsidiary MiNK Therapeutics, Inc. (“MiNK”)) and adjuvants and vaccines (through our subsidiary SaponiQx, Inc. (“SaponiQx”)) to fight cancer and other immune related diseases. This robust product pipeline is supported by our in-house capabilities, including current good manufacturing practice (“cGMP”) manufacturing and a clinical operations platform. Our primary focus is immuno-oncology (“I-O”), and our business is designed to drive success through speed, innovation and effective combination therapies. We believe that a deep understanding of each patient’s cancer and the potential to deliver combination therapies will drive substantial expansion of the patient population benefiting from current I-O therapies. In addition to a diverse pipeline, we have assembled fully integrated end-to-end capabilities including novel target discovery, antibody generation, cell line development and cGMP manufacturing. We believe that these fully integrated capabilities enable us to produce novel candidates on timelines that are shorter than the industry standard. Leveraging our science and capabilities, we have forged important partnerships to advance our innovation.  

We believe the next generation of cancer treatment will build on clinically validated antibodies targeting CTLA-4 and PD-1 combined with novel immunomodulatory agents designed to address underlying tumor escape mechanisms. Our most advanced antibody candidates are balstilimab (an anti-PD-1 antibody) and zalifrelimab (an anti-CTLA-4 antibody), which have been evaluated in Phase 2 trials as both a monotherapy (balstilimab) and combination therapy (balstilimab/zalifrelimab) for treatment of patients with second-line cervical cancer. Both trials met their clinical endpoints.  In the largest single arm Phase 2 trial to date evaluating anti PD-1 therapy in second-line cervical cancer (140 patients), balstilimab monotherapy demonstrated objective responses in both PD-L1-positive and PD-L1-negative patients, 20% and 8%, respectively, compared to pembrolizumab responses of 14% and 0% in a trial of 77 patients. In a separate trial, the combination of balstilimab with zalifrelimab demonstrated objective response rates in PD-L1-positive and PD-L1-negative patients of 32.8% and 9.1%, respectively, more than double the benefit reported in pembrolizumab’s label.  

We are also advancing a proprietary next-generation anti-CTLA-4 antibody, botensilimab (also known as AGEN1181), which is designed to improve the magnitude of responses to first-generation anti-CTLA-4 molecules, to expand the population of patients currently benefiting from anti-CTLA-4 therapy, and to reduce or eliminate side effects that lead to treatment discontinuation. Botensilimab is currently in a Phase 1/2 study as a monotherapy and as a combination therapy with balstilimab.   We recently reported data from the Phase 1 study at the Society for Immunotherapy of Cancer meeting in November 2021, which demonstrated clinical responses across nine cold and treatment-resistant cancers. As a monotherapy, we observed four cases of confirmed objective response, including the first reported anti-CTLA-4 monotherapy responses in endometrial, pancreatic and PD-1 relapse / refractory cervical cancer.  In combination with our PD-1 antibody, balstilimab, we saw broad clinical benefit across a number of cancers – including colorectal, ovarian, endometrial, non-small cell lung cancer, angiosarcoma, and leiomyosarcoma.  These responses have been durable, with half lasting at least six months and the majority ongoing at the time of data cut-off.

In addition to our lead programs, Agenus scientists have leveraged our internal discovery and translational platforms and powerful algorithms to develop a pipeline of molecules that are intended to address key aspects of antitumor immunity and tumor resistance mechanisms, by modulating myeloid cell biology, conditioning the tumor microenvironment, and augmenting the activity of immune cells. Some of these novel agents are advancing to the clinic via the Agenus pipeline or via partnering relationships. Given the diversity of our pipeline, we are positioned to advance differentiated combination therapies with our goal being to enhance response rates and thereby benefit patients who are unresponsive to current immunotherapies.  

Additionally, in October 2021, we completed the initial public offering (“IPO”) of MiNK, trading on the Nasdaq Global Market under the ticker symbol “INKT”. MiNK is a clinical stage biopharmaceutical company focused on developing allogeneic invariant natural killer T (“iNKT”) cell therapies to treat cancer and other life-threatening immune diseases. MiNK’s most advanced product candidate, AGENT-797, is an off-the-shelf, allogeneic, native iNKT cell therapy. MiNK has commenced a Phase 1 clinical trial of AGENT-797 for the treatment of multiple myeloma and received clearance from the United States Food and Drug Administration (“FDA”) to initiate a Phase 1 clinical trial for the treatment of solid tumors as a monotherapy and in combination with commercially approved checkpoint inhibitors. MiNK is also evaluating AGENT-797 as a variant-agnostic therapy for patients with viral acute respiratory distress syndrome (“ARDS”) and published top-line data from this Phase 1 clinical trial in the fourth quarter of 2021, reporting a 77% survival rate in older, mechanically ventilated patients with COVID-19 respiratory failure.

To succeed in I-O, innovation and speed are paramount. We are a vertically integrated biotechnology company equipped with a suite of technology platforms to advance from novel target identification through manufacturing for clinical trials of antibodies and vaccines.

Our common stock is currently listed on The Nasdaq Capital Market under the symbol “AGEN.”

 

3

 


 

Our Vision

We believe that combination therapies and a deep understanding of each patient’s cancer will be key drivers of success in substantially expanding the patient population benefiting from current I-O therapies. In addition, delivering innovation with speed is critical for our future success, as drug development timelines in oncology shorten while product obsolescence rates climb. We believe our fully integrated, end-to-end capabilities from our artificial intelligence-powered VISION platform for novel target discovery, antibody generation, cell line development,  to cGMP manufacturing and clinical development and operations capability, together with a comprehensive and complementary portfolio will uniquely position us to produce novel therapies on accelerated timelines. We believe that a balanced pipeline of product candidates should focus on both validated targets as well as novel targets designed to address tumor escape mechanisms. In this context, CTLA-4 and PD-1 antagonists are recognized as the first clinically validated immunotherapy combination. These therapeutic targets, in combination with innovative immunomodulatory antibodies, cell therapies, or immune educating vaccines, are reasonably anticipated to be focal points of the next generation of I-O combination therapies. Therefore, we plan to develop, register and launch proprietary antibodies targeting PD-1 and CTLA-4 aggressively through the clinic and expand with novel combination therapies designed to improve clinical response and the durability of response of existing therapies.

Our Strategy

Our strategy is to bring innovative combination therapies for cancer patients to substantially expand the patient population benefiting from current I-O therapies. Our diverse pipeline of antibody-based therapeutics, cell therapies, adjuvants and cancer vaccines enable us to pursue therapeutically relevant approaches focused on safe and effective therapeutic agent combinations. In line with this approach, we are pursuing clinical trials designed to strengthen the efficacy and safety signals demonstrated to date and that may support a potential filing for full approval and/or accelerated approval based on the magnitude of benefit demonstrated.

Our strategies for our more novel, earlier stage development programs are to leverage learnings from prior programs to address limitations of first-generation molecules and build a portfolio that addresses resistance mechanism.  Our clinical portfolio also includes a number of differentiated approaches to novel I-O targets, including TIGIT, LAG-3, ILT4, and CD137.  For example, our CD137 agonist, AGEN2373, was designed to be conditionally active in the tumor microenvironment and has demonstrated clinical benefit without evidence of liver toxicity that have stalled other clinical-stage CD137 therapies.  These agents are being pursued in anti-PD-1 combinations, as well as unique combinations driven by biology and clinical experience, such as our combination study evaluating botensilimab with CD137 (AGEN2373) antibodies in PD-1 relapsed or refractory melanoma.

We are advancing our portfolio through a combination of independent development and strategic partnerships with industry leaders.

Our Assets

Our I-O assets include antibody-based therapeutics, monospecific and bispecific antibodies, cell therapy (through MiNK), vaccines and adjuvants (through SaponiQx). Our clinical-stage portfolio includes the following assets:

 

Balstilimab (AGEN2034) – an anti-PD-1 monospecific antibody currently being evaluated in combinations with botensilimab and zalifrelimab, as well as in a clinical collaboration with Rottapharm S.p.A. in combination with CR6086;

 

Zalifrelimab (AGEN1884) – a first-generation anti-CTLA-4 monospecific antibody currently being evaluated in combination with balstilimab, as well as in a clinical collaboration with Nelum in combination with NLM-001;

 

Botensilimab (AGEN1181) – a next-generation anti-CTLA-4 monospecific antibody currently in a Phase 1/2 clinical trial being advanced by Agenus as a monotherapy and in combination with balstilimab;

 

AGEN2373 – an anti-CD137 monospecific antibody currently in a Phase 1 clinical trial being advanced by Agenus as monotherapy and in combination with botensilimab, and which Gilead Sciences, Inc. (“Gilead”) has an option to license exclusively;

 

AGEN1423 – a tumor microenvironment conditioning anti-CD73/TGFβ TRAP bifunctional antibody that recently completed a Phase 1 clinical trial sponsored by Gilead;

 

AGEN1777 – a bispecific antibody targeting TIGIT exclusively licensed to Bristol Myers Squibb Company (“BMS”) and being advanced by Agenus in a Phase 1 clinical trial.

 

MK-4830 – a monospecific antibody targeting ILT4 exclusively licensed to Merck Sharpe & Dohme (“Merck”) and being advanced by Merck in a Phase 2 clinical trial.

 

INCAGN1876 – an anti-GITR monospecific antibody exclusively licensed to Incyte Corporation (“Incyte”) and being advanced by Incyte in a Phase 1/2 clinical trial;  

 

INCAGN1949 – an anti-OX40 monospecific antibody exclusively licensed to Incyte and being advanced by Incyte in a Phase 1/2 clinical trial;

 

INCAGN2390 – an anti-TIM-3 monospecific antibody exclusively licensed to Incyte and being advanced by Incyte in a Phase 1/2 clinical trial;

4

 


 

 

INCAGN2385 – an anti-LAG-3 monospecific antibody exclusively licensed to Incyte and being advanced by Incyte in a Phase 1/2 clinical trial;

 

AGENT 797 – allogeneic iNKT cells exclusively licensed to MiNK and being advanced by MiNK in Phase 1 studies in solid tumors, multiple myeloma, and viral ARDS; and

 

QS-21 Stimulon™ – adjuvant extracted from the bark of the Quillaja saponaria (soap bark) evergreen tree native and purified using Agenus’ proprietary process; key component in several GlaxoSmithKline plc (“GSK”) vaccines, including the most efficacious shingles vaccine, Shingrix®, which has demonstrated >90% efficacy, as well as the first ever malaria vaccine, Mosquirix®.

We also have a robust pipeline of pre-clinical assets, which include AGEN1571, an antibody targeting tumor associated macrophages. We expect to initiate clinical trials with AGEN1571 in 2022.

Our proprietary QS-21 Stimulon is considered to be one of the most potent adjuvants known. By way of example, QS-21 Stimulon is a key component in several GSK vaccines, including GSK’s Shingrix, which reported sales in excess of $2.0 billion in each of 2019 and 2020, its first two years on the market. Sales in 2019 triggered a $15.1 million milestone payment to us from Healthcare Royalty Partners III, L.P. and certain of its affiliates (collectively, “HCR”), which we received in 2020. In 2019, the Bill & Melinda Gates Foundation awarded us a grant to develop an alternative, plant cell culture-based manufacturing process to ensure continuous future supplies of QS-21 Stimulon, which we are pursuing in partnership with Phyton Biotech and Ginkgo Bioworks.

Our Antibody Discovery Platforms and CPM Programs

Checkpoint antibodies regulate immune response against tumor expressing antigens and are achieving positive outcomes in a number of cancers that were considered untreatable only a few years ago. Two classes of checkpoint targets include:

1.

inhibitory checkpoints that help suppress an immune response in order to prevent excessive immune reaction resulting in undesired inflammation and/or auto-immunity; and

2.

stimulatory checkpoints that can enhance or amplify an antigen-specific immune response.

We possess end-to-end capabilities in-house – from discovery through to manufacturing – that have enabled us to advance our discoveries at lower costs with efficiency and speed. These product development advantages allow us to manage a large portfolio of discoveries; and have given rise to clinical stage antibody candidates, pre-clinical programs, and partnerships (i.e., with BMS, Gilead, Incyte, Merck, GSK and Betta Pharmaceuticals Co., Ltd. (“Betta”)).  

Over approximately the past six months, we and our partners have reported the following clinical data on our checkpoint antibody programs:

 

Results from clinical trials in second-line cervical cancer revealed in n=140 patient balstilimab (anti-PD-1 antibody) monotherapy trial achieved response rates of 15% in all treated patients and 20% in PD-L1 positive patients, and in a trial of n=125 patient balstilimab (anti-PD-1 antibody) + zalifrelimab (anti-CTLA-4 antibody) combination trial achieved response rates of 25.6% in all patients and 32.8% in PD-L1 positive patients;

 

Updated data from a Phase 1/2 trial of botensilimab (Fc-enhanced anti-CTLA-4 antibody), as monotherapy and in combination with Agenus’ anti-PD-1 balstilimab, with clinical responses reported across nine cold and treatment-resistant tumor types, including microsatellite stable (“MSS”) colorectal cancer, ovarian cancer, MSS endometrial cancer, and melanoma; as well as responses in tumors not previously reported, including pancreatic cancer, cervical cancer, visceral angiosarcoma, non-small cell lung cancer, and leiomyosarcoma. The majority of responses lasted at least six months and were ongoing at the time of data cut-off, demonstrating strong durability;

 

Preliminary data from a Phase 1 trial of AGEN2373 (CD137 agonist) showing good tolerability and disease stabilization in heavily pretreated patients with advanced solid tumors, with no dose limiting toxicities or evidence of drug related liver toxicity observed to date;

 

Preliminary data from a Phase 1 trial of iNKT cell therapy demonstrating a pronounced survival rate of 77% in mechanically ventilated elderly COVID-19 patients with moderate to severe viral ARDS after a single dose of AGENT-797 compared to a national average of approximately 40% (range 24-53%) for intubated or mechanically ventilated patients during time of enrollment; further, early data of single dose administration of AGENT-797 without lymphodepletion in a heavily pre-treated multiple myeloma population refractory to approved therapies revealed suppression of M spike protein, tumor cells in the bone marrow, and durable disease stabilization continuing beyond six months; and

 

Data from a Phase 1 trial of MK-4830 as monotherapy and in combination with pembrolizumab, showing that the single agent and combination were well tolerated and demonstrated dose-related evidence of target engagement and antitumor activity.

With respect to our novel discovery pipeline, our most advanced asset is our next generation anti-CTLA-4 antibody, botensilimab (AGEN1181), an anti-CTLA-4 antagonist with an Fc-enhanced IgG1 backbone. Botensilimab was designed to have multiple potential advantages relative to competing anti-CTLA-4 molecules, including:

5

 


 

 

(1)

Enhancing clinical benefit in hot tumors such as melanoma where CTLA-4 can be effective, but not for all patients.  Approximately 40% of patients express the low affinity FcyRIIIA receptor and a study in melanoma suggest these patients had a worse clinical outcome with first-generation CTLA-4 therapy (ipilimumab). In our Phase 1 study, we have already observed multiple responses in patients expressing the low affinity FcyRIIIA receptor;

 

 

(2)

Expanding the curative benefits of I-O to cold tumors that do not respond to approved immunotherapies. This is achieved by increased potency – through improved T cell activation, priming, memory formation, and counteracting the immune suppressive activity of regulatory T cells. In our Phase 1 study, we have reported confirmed objective responses to botensilimab monotherapy, including the first reported CTLA-4 monotherapy responses in MSS endometrial, pancreatic and PD-1 relapse / refractory cervical cancer; and

 

 

(3)

Improving safety to reduce or eliminate side effects that influence treatment discontinuation. Our Fc engineering is designed to avoid complement fixation, preventing difficult-to-treat side effects such as irreversible hypophysitis observed with first generation anti-CTLA-4, Yervoy®. In our Phase 1 study, botensilimab has been well tolerated, with no observed cases of hypophysitis or pneumonitis.

In October 2021, we announced the withdrawal of our Biologics Licensing Application (“BLA”) for balstilimab monotherapy to treat second-line cervical cancer. Our decision came at the recommendation of the FDA following the full approval of pembrolizumab, four months earlier than the FDA goal date. The BLA submission for balstilimab received Fast Track and Priority Review designation from the FDA, with a target action date of December 16, 2021. As part of the BLA review process, we successfully completed three FDA inspections, with no cited issues, concerns, or Form-483s. Based on this change to the treatment landscape, we are no longer pursuing US registration for the combination of balstilimab and zalifrelimab in second-line cervical cancer.

Partnered CPM Programs

In May 2021, we entered into a License, Development and Commercialization Agreement (“BMS License Agreement”) with BMS pursuant to which we granted BMS an exclusive license to develop, manufacture and commercialize our proprietary anti-TIGIT bispecific antibody program AGEN1777. Pursuant to the BMS License Agreement, we received a non-refundable upfront cash payment of $200.0 million and are eligible to receive up to $1.36 billion in aggregate development, regulatory and commercial milestone payments plus royalties on worldwide net sales of products containing AGEN1777.  In October 2021, we announced that the first patient was dosed in the AGEN1777 Phase 1 clinical trial, triggering the achievement of a $20.0 million milestone.  Under the BMS License Agreement, we retain an option to access the licensed antibodies for use in clinical studies in combination with certain of our other pipeline assets subject to certain restrictions. Additionally, we have the option, but not the obligation, to co-fund a minority of the global development costs of products containing AGEN1777 or its derivatives, in exchange for increased tiered royalties on U.S. net sales of co-funded products ranging from the mid-teens to low twenties percent and ex-U.S. net sales of co-funded products ranging from the low double digits to mid-teens percent. Finally, Agenus also has the option to co-promote AGEN1777 in the U.S.

In June 2020, we entered into a license and collaboration agreement (the “Betta License Agreement”) with Betta, pursuant to which we granted Betta an exclusive license to develop, manufacture and commercialize balstilimab and zalifrelimab in the People’s Republic of China, Hong Kong, Macau and Taiwan (collectively, “Greater China”). Under the terms of the Betta License Agreement, we received $15.0 million upfront and are eligible to receive up to $100.0 million in milestone payments plus royalties on any future sales in Greater China. In connection with this transaction, we also entered into a stock purchase agreement with Betta and a wholly-owned subsidiary of Betta (“Betta HK”), pursuant to which we sold to Betta HK 4,962,779 shares of Agenus common stock for an aggregate purchase price of approximately $20.0 million in July 2020.

In December 2018, we entered into a series of agreements with Gilead to collaborate on the development and commercialization of up to five novel I-O therapies. Pursuant to the collaboration agreements, we received an upfront cash payment from Gilead of $120.0 million following the closing in January 2019, and Gilead also purchased 11,111,111 shares of Agenus common stock for an additional $30.0 million.  At closing, Gilead received worldwide exclusive rights to our bispecific antibody, AGEN1423, as well as a right of first negotiation for two undisclosed programs. Gilead also received the exclusive option to license exclusively AGEN1223, a bispecific antibody, and AGEN2373, a monospecific antibody. In November 2020, Gilead elected to return AGEN1423 to us and to voluntarily terminate the license agreement effective as of February 4, 2021. In the third quarter of 2021, we ceased development of AGEN1223 and in October 2021, the AGEN1223 option and license agreement was formally terminated. The AGEN2373 option and license agreement and the stock purchase agreement remain in full force and effect, and we are responsible for developing AGEN2373 up to the option decision point, at which time Gilead may acquire exclusive rights to the programs on option exercise. Pursuant to the terms of the AGEN2373 option agreement, we remain eligible to receive up to $10.0 million in aggregate milestone payments prior to option exercise, a $50.0 million option exercise fee and, if exercised, up to an additional $520.0 million in aggregate milestone payments, as well as royalties on any future sales. We also have the right to opt-in to share Gilead’s development and commercialization costs in the United States in exchange for a profit (loss) share on a 50:50 basis and revised milestone payments.

6

 


In January 2015, we entered into a collaboration with Incyte to discover, develop and commercialize novel immuno-therapeutics using our antibody platforms. The collaboration was initially focused on four CPM programs targeting GITR, OX40, TIM-3 and LAG-3, and in November 2015, we expanded the alliance by adding three novel undisclosed CPM targets. Pursuant to the terms of the original agreement, Incyte paid us $25.0 million in upfront cash. Targets under the collaboration were designated as either profit-share programs, where the parties shared all costs and profits equally, or royalty-bearing programs, where Incyte funded all costs, and we were eligible to receive milestones and royalties. Under the original collaboration agreement, programs targeting GITR, OX40 and two of the undisclosed targets were designated as profit-share programs, while the other targets were royalty-bearing programs. For each profit-share product, we were eligible to receive up to $20.0 million in future contingent development milestones. For each royalty-bearing product, we were eligible to receive (i) up to $155.0 million in future contingent development, regulatory, and commercialization milestones and (ii) tiered royalties on global net sales at rates generally ranging from 6%-12%. Concurrent with the execution of the original collaboration agreement, we and Incyte also entered into a stock purchase agreement pursuant to which Incyte purchased approximately 7.76 million shares of our common stock for an aggregate purchase price of $35.0 million. In February 2017, we and Incyte amended the terms of the original collaboration agreement to, among other things, convert the GITR and OX40 programs from profit-share to royalty-bearing programs with royalties on global net sales at a flat 15% rate for each. In addition, the profit-share programs relating to two undisclosed targets were removed from the collaboration, with one reverting to Incyte and one to Agenus (the latter being our Fc enhanced anti-TIGIT program), each with royalties on global net sales at a flat 15% rate. The remaining three royalty-bearing programs in the collaboration targeting TIM-3, LAG-3 and one undisclosed target remain unchanged, and there are no more profit-share programs under the collaboration. Pursuant to the amended agreement, we received accelerated milestone payments of $20.0 million from Incyte related to the clinical development of INCAGN1876 (anti-GITR agonist) and INCAGN1949 (anti-OX40 agonist). Concurrent with the execution of the amendment agreement, we and Incyte entered into a separate stock purchase agreement whereby Incyte purchased an additional 10 million shares of our common stock for an aggregate purchase price of $60.0 million.

In April 2014, we entered into a collaboration and license agreement with Merck to discover and optimize fully-human antibodies against two undisclosed CPM targets. In 2016, Merck selected a lead product candidate against ILT4, MK-4830, to advance into preclinical studies, and subsequently initiated a Phase 1 clinical trial in August 2018. In November 2020, Merck initiated a Phase 2 clinical trial with MK-4830, triggering a $10.0 million milestone payment to us. Under the terms of the agreement, Merck is responsible for all future product development expenses for MK-4830, and Agenus is eligible to receive potential milestone payments plus royalties on any future sales.

On September 20, 2018, we, through our wholly-owned subsidiary, Agenus Royalty Fund, LLC, entered into a Royalty Purchase Agreement (the “XOMA Royalty Purchase Agreement”) with XOMA (US) LLC (“XOMA US”). Pursuant to the terms of the XOMA Royalty Purchase Agreement, XOMA US paid us $15.0 million at closing in exchange for the right to receive 33% of the future royalties and 10% of the future milestones that we are entitled to receive from Incyte and Merck, net of certain of our obligations to a third party and excluding the milestone we received from Incyte in the fourth quarter of 2018. After taking into account our obligations under the XOMA Royalty Purchase Agreement, as of December 31, 2021, we remain eligible to receive up to $450.0 million and $76.5 million in potential development, regulatory and commercial milestones from Incyte and Merck, respectively.

We also have a collaboration agreement with Recepta Biopharma SA for the development of our antibodies targeting CTLA-4 and PD-1, which gives Recepta certain rights to South American countries. We expect to continue exploring additional future collaborations.

VISION

Our broad portfolio hits many facets of the immune system. Getting the right treatments to the right patient at the right time will unlock the true potential of immunotherapy. VISION is an active learning platform that is intended to use a patient’s tumor, immune system, and health data to predict their best treatment options. Predictions are strengthened by laboratory experiments that interrogate how our drugs perform under conditions that mimic a patient’s tumor and immune system. Data from each prediction automatically feed back into the platform enabling exploration of an immense range of drug-biology interactions not possible via traditional processes. The potential impacts of VISION include faster trials with higher response rates, quicker validation of drug targets, and faster optimized drug design.

SaponiQx & QS-21 Stimulon™ Adjuvant

QS-21 Stimulon™ is an adjuvant, which is a substance added to a vaccine or other immunotherapy that is intended to enhance an immune response to the target antigens. QS-21 Stimulon™ is a natural product, a triterpene glycoside, or saponin, purified from the bark of the Chilean soapbark tree, Quillaja saponaria. QS-21 Stimulon™ has the ability to stimulate an antibody-mediated immune response and has also been shown to activate cellular immunity. It has become a key component in the development of investigational preventive vaccine formulations across a wide variety of diseases. These studies have been carried out by academic institutions and pharmaceutical companies in the United States and internationally. A number of these studies have shown QS-21 Stimulon™ to be

7

 


significantly more effective in stimulating immune responses than aluminum hydroxide or aluminum phosphate, the adjuvants most commonly used in approved vaccines in the United States today.

In September 2021, we launched SaponiQx, our subsidiary building an integrated vaccine platform based on scalable and secure manufacturing of QS-21 Stimulon™ and other saponin-based adjuvants. The need for vaccines offering long-lasting efficacy and efficient production has become amplified in the COVID-19 pandemic. The durability offered by QS-21 Stimulon™ has been validated by Shingrix, with protection exceeding nine years, but the supply is limited due to reliance on a complicated and expensive extraction process from a Chilean soap bark tree. To this end, we are working with Phyton Biotech and Ginkgo Bioworks to optimize the plant cell culture process which we have developed for the purposes of scalable manufacturing QS-21 and next-generation saponin based adjuvants. In January 2019, we announced that the Bill & Melinda Gates Foundation awarded us a grant to develop the plant cell culture process for QS-21 Stimulon™. Our goal is to establish a platform for optimized and scalable vaccine formulations to address pandemic threats and other disease settings.

    Partnered QS-21 Stimulon™ Programs

In 2006, we entered into a license agreement and a supply agreement with GSK for the use of QS-21 Stimulon™ (the “GSK License Agreement” and the “GSK Supply Agreement,” respectively). In 2009, we entered into an Amended and Restated Manufacturing Technology Transfer and Supply Agreement (the “Amended GSK Supply Agreement”) under which GSK has the right to manufacture all of its requirements of commercial grade QS-21 Stimulon™. GSK is obligated to supply us, or our affiliates, licensees, or customers, certain quantities of commercial grade QS-21 Stimulon™ for a stated period of time. In March 2012, we entered into a First Right to Negotiate and Amendment Agreement amending the GSK License Agreement and the Amended GSK Supply Agreement to clarify and include additional rights for the use of QS-21 Stimulon™ (the “GSK First Right to Negotiate Agreement”). In addition, we granted GSK the first right to negotiate for the purchase of Agenus or certain of our assets, which expired in March 2017. As consideration for entering into the GSK First Right to Negotiate Agreement, GSK paid us an upfront cash payment of $9.0 million, $2.5 million of which was creditable toward future royalty payments. We refer to the GSK License Agreement, the Amended GSK Supply Agreement and the GSK First Right to Negotiate Agreement collectively as the GSK Agreements. In 2017, we received a final milestone payment of $1.0 million from GSK and are no longer entitled to any additional milestone payments under the GSK Agreements. Under the terms of the Agreement, we are generally entitled to receive a 2% royalty on net sales of prophylactic vaccines for a period of 10 years after the first commercial sale of a resulting GSK product, which was triggered with GSK’s first commercial sale of Shingrix in 2017. Notably, we have already monetized and sold this entire royalty stream as discussed in more detail below. The GSK License and Amended GSK Supply Agreements may be terminated by either party upon a material breach if the breach is not cured within the time specified in the respective agreement. The termination or expiration of the GSK License Agreement does not relieve either party from any obligation which accrued prior to the termination or expiration. Among other provisions, the license rights granted to GSK survive expiration of the GSK License Agreement. The license rights and payment obligations of GSK under the Amended GSK Supply Agreement survive termination or expiration, except that GSK's license rights and future royalty obligations do not survive if we terminate due to GSK's material breach unless we elect otherwise. We do not incur clinical development costs for products partnered with GSK.

In September 2015, we monetized a portion of the royalties associated with the GSK License Agreement to an investor group led by Oberland Capital Management for up to $115.0 million in the form of a non-dilutive royalty transaction. Under the terms of a note purchase agreement with the investor group (the “Note Purchase Agreement”), we received $100.0 million at closing for which the investors had the right to receive 100% of our worldwide royalties under the GSK License Agreement on sales of GSK’s Shingrix and malaria (RTS,S) prophylactic vaccine products that contain our QS-21 Stimulon™ adjuvant to pay down principle and interest. In November 2017, and pursuant to the Note Purchase Agreement, we received an additional $15.0 million in cash from the investors based on the approval of Shingrix by the FDA. Pursuant to the terms of this transaction, we retained the right to receive all royalties from GSK after all principal, interest and other obligations were satisfied under the Note Purchase Agreement. The Note Purchase Agreement also allowed us to buy back the loan and extinguish the notes early under pre-specified terms, which we did in January 2018.

In January 2018, we sold 100% of all royalties we were entitled to receive from GSK to HCR and used the proceeds to extinguish the debt under the Note Purchase Agreement. HCR paid approximately $190.0 million at closing for the royalty rights, of which approximately $161.9 was used to extinguish the prior notes, yielding us approximately $28.0 million in net proceeds. We were also entitled to receive up to $40.35 million in milestone payments from HCR based on sales of GSK’s vaccines as follows: (i) $15.1 million upon reaching $2.0 billion last-twelve-months net sales any time prior to 2024 (the “First HCR Milestone”) and (ii) $25.25 million upon reaching $2.75 billion last-twelve-months net sales any time prior to 2026. GSK’s net sales of Shingrix for the twelve months ended December 31, 2019, exceeded $2.0 billion. As a result, we received the First HCR Milestone of $15.1 million in 2020 after GSK’s net sales of Shingrix in 2019 exceeded $2.0 billion.

Manufacturing

8

 


Manufacturing CPM Antibodies

In December 2015, we acquired an antibody manufacturing pilot plant in Berkeley, CA from XOMA Corporation (“XOMA”), which we refer to as “Agenus West.” A team of former XOMA employees with valuable chemistry, manufacturing and controls experience joined us and continue to operate the facility. Since the acquisition of Agenus West, we have made significant improvements in the plant, and added additional headcount increasing both scale and capacity. Agenus West is currently producing antibody drug substance for certain of our proprietary antibody programs (monospecific and bispecific). In some cases, we have been able to deliver clinical grade material from research cell banks in approximately six to nine months, which is significantly faster than the industry average of 12-18 months. Agenus West utilizes cutting-edge technology platforms, enabling us to be self-reliant and giving us the advantage of drug substance manufacturing speed, cost efficiency, operational flexibility and manufacturing technology transfer to commercial scale partners—all with desired product quality, and with the goal of benefiting patients. In November 2020, we entered into a long-term lease in Emeryville, CA for cGMP manufacturing space, which we intend to use for certain of our own commercial manufacturing requirements in the future.

The quality control organization for all of our product candidates in Berkeley and Lexington performs a series of release assays designed to ensure that our antibody drug substance and vaccine product meets all applicable specifications. Our quality assurance staff also reviews manufacturing and quality control records prior to batch release in an effort to assure conformance with cGMP as mandated by the FDA and foreign regulatory agencies. Our manufacturing staff is trained and routinely evaluated for conformance to rigorous manufacturing procedures and quality standards. This oversight is intended to ensure compliance with FDA and foreign regulations and to provide consistent drug substance and vaccine output. Our quality control and quality assurance staff are similarly trained and evaluated as part of our effort to ensure consistency in the testing and release of the product, as well as consistency in materials, equipment and facilities.

QS-21 Stimulon™

Except in the case of GSK, we have retained worldwide manufacturing rights for QS-21 Stimulon™, and we have the right to subcontract manufacturing for QS-21 Stimulon™. In addition, under the terms of our agreement with GSK, upon request by us, GSK is committed to supply certain quantities of commercial grade QS-21 Stimulon™ to us and our licensees for a fixed period.

Intellectual Property Portfolio

We seek to protect our technologies through a combination of patents, trade secrets and know-how, and we currently own, co-own or have exclusive rights to approximately 31 issued United States patents and approximately 78 issued foreign patents. We also own, co-own or have exclusive rights to approximately 36 pending United States patent applications and approximately 259 pending foreign patent applications. We may not have rights in all territories where we may pursue regulatory approval for our product candidates.

Through various acquisitions, we own, co-own, or have exclusive rights to a number of patents and patent applications directed to various methods and compositions, including methods for identifying therapeutic antibodies and product candidates arising out of such entities’ technology platforms. In particular, we own patents and patent applications relating to our Retrocyte Display technology platform, a high throughput antibody expression platform for the identification of fully-human and humanized monoclonal antibodies. This patent family is projected to expire between 2029 and 2031. We own, co-own, or have exclusive rights to patents and patent applications directed to various methods and compositions, including a patent directed to methods for identifying phosphorylated proteins using mass spectrometry. This patent is projected to expire in 2023. In addition, as we advance our research and development efforts with our institutional and corporate collaborators, we are seeking patent protection for certain newly identified therapeutic antibodies and product candidates. We can provide no assurance that any of our patents, including the patents that we acquired or in-licensed, will have commercial value, or that any of our existing or future patent applications, including the patent applications that were acquired or in-licensed, will result in the issuance of valid and enforceable patents.

The patent rights for each of our clinical candidates, together with the year in which the basic product patent expires (not including any regulatory exclusivities such as the six-month pediatric extension and/or the granted patent term extension in the U.S. and Japan and Supplementary Patent Certificate in Europe), are those for the programs set forth in the table below. Unless otherwise indicated, the years set forth in the table below pertain to the basic product patent expiration for the respective products. Patent term extensions, supplementary protection certificates and pediatric exclusivity periods are not reflected in the expiration dates listed in the table below. In some instances, we may obtain later-expiring patents relating to our products directed to particular forms or compositions, to methods of manufacturing, or to use of the drug in the treatment of particular diseases or conditions. However, in some cases, such patents may not protect our drug from generic or, as applicable, biosimilar competition after the expiration of the basic patent.

Projected Patent Expiration Year on a Candidate by Candidate Basis

 

9

 


 

Candidate

U.S. Basic Product Patent Expiration Year (Projected)

E.U. Basic Product Patent Expiration Year (Projected)

Balstilimab(1)

2037

2036

Zalifrelimab(2)

2037

2036

Botensilimab(3)

2037

2037

AGEN1423(4)

2039

2039

INCAGN1876(5)

2035

2035

INCAGN1949(6)

2037

2036

INCAGN2390(7)

2037

2037

INCAGN2385(8)

2037

2037

MK-4830(9)

2038

2038

AGEN2373

2038

2038

 

(1)

Patents co-owned by Agenus and licensed from Ludwig Institute for Cancer Research.

 

(2)

Patents co-owned by Agenus and licensed from Ludwig Institute for Cancer Research.

 

(3)

Patents co-owned by Agenus and licensed from Ludwig Institute for Cancer Research.

 

(4)

Patents owned by Agenus.

 

(5)

Patents co-owned by Agenus, licensed from Ludwig Institute for Cancer Research, and licensed to Incyte.

 

(6)

Patents co-owned by Agenus, licensed from Ludwig Institute for Cancer Research, and licensed to Incyte.

 

(7)

Patents co-owned by Agenus and licensed to Incyte.

 

(8)

Patents co-owned by Agenus and licensed to Incyte.

 

(9)

Co-owned by Agenus and Merck.

Various patents and patent applications have been exclusively licensed to us by the following entities:

Ludwig Institute for Cancer Research

On December 5, 2014, our wholly-owned subsidiary, Agenus Switzerland Inc. (formerly known as 4-Antibody AG) (“4-AB”), entered into a license agreement with the Ludwig Institute for Cancer Research Ltd. (“Ludwig”), which replaced and superseded a prior agreement entered into between the parties in May 2011. Pursuant to the terms of the license agreement, Ludwig granted 4-AB an exclusive, worldwide license under certain intellectual property rights of Ludwig and Memorial Sloan Kettering Cancer Center arising from the prior agreement to further develop and commercialize GITR, OX40 and TIM-3 antibodies. On January 25, 2016, we and 4-AB entered into a second license agreement with Ludwig, on substantially similar terms, to develop CTLA-4 and PD-1 antibodies. Pursuant to the December 2014 license agreement, 4-AB made an upfront payment of $1.0 million to Ludwig. The December 2014 license agreement also obligates 4-AB to make potential milestone payments of up to $20.0 million for events prior to regulatory approval of licensed GITR, OX40 and TIM-3 products, and potential milestone payments in excess of $80.0 million if such licensed products are approved in multiple jurisdictions, in more than one indication, and certain sales milestones are achieved. Under the January 2016 license agreement, we are obligated to make potential milestone payments of up to $12.0 million for events prior to regulatory approval of CTLA-4 and PD-1 licensed products, and potential milestone payments of up to $32.0 million if certain sales milestones are achieved. Under each of these license agreements, we and/or 4-AB will also be obligated to pay low to mid-single digit royalties on all net sales of licensed products during the royalty period, and to pay Ludwig a percentage of any sublicensing income, ranging from a low to mid-double digit percentage depending on various factors. The license agreements may each be terminated as follows: (i) by either party if the other party commits a material, uncured breach; (ii) by either party if the other party initiates bankruptcy, liquidation or similar proceedings; or (iii) by 4-AB or us (as applicable) for convenience upon 90 days’ prior written notice. The license agreements also contain customary representations and warranties, mutual indemnification, confidentiality and arbitration provisions.

Regulatory Compliance

Governmental authorities in the United States and other countries extensively regulate the pre-clinical and clinical testing, manufacturing, labeling, storage, record keeping, advertising, promotion, export, marketing and distribution, among other things, of our investigational product candidates. In the United States, the FDA under the Federal Food, Drug, and Cosmetic Act, the Public Health Service Act and other federal statutes and regulations, subject pharmaceutical products to rigorous review.

In order to obtain approval of a new product from the FDA, we must, among other requirements, submit proof of safety and efficacy as well as detailed information on the manufacture and composition of the product. In most cases, this proof entails extensive pre-clinical, clinical, and laboratory tests. Before approving a new drug or marketing application, the FDA may also conduct pre-licensing inspections of the company, its contract research organizations and/or its clinical trial sites to ensure that clinical, safety,

10

 


quality control, and other regulated activities are compliant with Good Clinical Practices (“GCP”), or Good Laboratory Practices (“GLP”), for specific non-clinical toxicology studies. The FDA may also require confirmatory trials, post-marketing testing, and extra surveillance to monitor the effects of approved products, or place conditions on any approvals that could restrict the commercial applications of these products. Once approved, the labeling, advertising, promotion, marketing, and distribution of a drug or biologic product must be in compliance with FDA regulatory requirements.

In Phase 1 clinical trials, the sponsor tests the product in a small number of patients or healthy volunteers, primarily for safety at one or more doses. Phase 1 trials in cancer are often conducted with patients who have end-stage or metastatic cancer. In Phase 2, in addition to safety, the sponsor evaluates the efficacy of the product in a patient population somewhat larger than Phase 1 trials. Phase 3 trials typically involve additional testing for safety and clinical efficacy in an expanded population at geographically dispersed test sites. The FDA may order the temporary or permanent discontinuation of a clinical trial at any time.

The sponsor must submit to the FDA the results of pre-clinical and clinical testing, together with, among other things, detailed information on the manufacture and composition of the product, in the form of a new drug application (“NDA”), or in the case of biologics, a BLA. In a process that can take a year or more, the FDA reviews this application and, when and if it decides that adequate data are available to show that the new compound is both safe and effective for a particular indication and that other applicable requirements have been met, approves the drug or biologic for marketing.

Whether or not we have obtained FDA approval, we must generally obtain approval of a product by comparable regulatory authorities of international jurisdictions prior to the commencement of marketing the product in those jurisdictions. We are also subject to cGMP, GCP, and GLP compliance obligations and are subject to inspection by international regulatory authorities. International requirements may in some circumstances be more rigorous than U.S. requirements and may require additional investment in manufacturing process development, non-clinical studies, clinical studies, and record-keeping that are not required for U.S. regulatory compliance or approval. The time required to obtain this approval may be longer or shorter than that required for FDA approval and can also require significant resources in time, money and labor.

Under the laws of the United States, the countries of the European Union and other nations, we and the institutions where we sponsor research are subject to obligations to ensure the protection of personal information of human subjects participating in our clinical trials. We have instituted procedures that we believe will enable us to comply with these requirements and the contractual requirements of our data sources. The laws and regulations in this area are evolving, and further regulation, if adopted, could affect the timing and the cost of future clinical development activities.

We are also subject to regulation under the Occupational Safety and Health Act, the Toxic Substances Control Act, the Resource Conservation and Recovery Act, and other current and potential future federal, state, or local regulations. Our research and development activities involve the controlled use of hazardous materials, chemicals, biological materials, various radioactive compounds, and for some experiments we use recombinant DNA. We believe that our procedures comply with the standards prescribed by local, state, and federal regulations; however, the risk of injury or accidental contamination cannot be completely eliminated. We conduct our activities in compliance with the National Institutes of Health Guidelines for Recombinant DNA Research.

Additionally, the U.S. Foreign Corrupt Practices Act (“FCPA”), prohibits U.S. corporations and their representatives from offering, promising, authorizing or making payments to any foreign government official, government staff member, political party or political candidate in an attempt to obtain or retain business abroad. The scope of the FCPA includes interactions with certain healthcare professionals in many countries. Other countries have enacted similar anti-corruption laws and/or regulations.

Competition

Competition in the pharmaceutical and biotechnology industries is intense. Many pharmaceutical or biotechnology companies have products on the market and are actively engaged in the research and development of products for the treatment of cancer.

Many competitors have substantially greater financial, manufacturing, marketing, sales, distribution, and technical resources, and more experience in research and development, clinical trials, and regulatory matters, than we do. Competing companies developing or acquiring rights to more efficacious therapeutic products for the same diseases we are targeting, or which offer significantly lower costs of treatment, could render our products noncompetitive or obsolete. See Part I-Item 1A. “Risk Factors-Risks Related to the Commercialization of Our Product Candidates-Our competitors may have superior products, manufacturing capability, selling and marketing expertise and/or financial and other resources.”

Academic institutions, governmental agencies, and other public and private research institutions conduct significant amounts of research in biotechnology, medicinal chemistry and pharmacology. These entities have become increasingly active in seeking patent protection and licensing revenues for their research results. They also compete with us in recruiting and retaining skilled scientific talent.

The CPM drug landscape is crowded with several competitors developing assets against a number of targets. Our development plans are spread out across various indications and lines of therapy, either alone or in combination with other assets. Our competitors

11

 


range from small cap to large cap companies, with assets in pre-clinical or clinical stages of development. Therefore, the landscape is dynamic and constantly evolving. We and our partners have CPM antibody programs, currently in clinical stage development targeting various pathways (as mono- or multi-specifics) including PD-1, CTLA-4, GITR, OX40, TIM-3, LAG-3, CD73, TGFb, CD137, ILT4 and TIGIT. We are aware of many companies that have antibody-based products on the market or in clinical development that are directed to the same biological targets as these programs, including, without limitation, the following: (1) BMS markets ipilimumab, an anti-CTLA-4 antibody, and nivolumab, an anti-PD-1 antibody, and is developing agents targeting LAG-3, TIM-3, TIGIT, OX40 and TGFb. BMS also has next generation anti-CTLA-4 antibodies in the clinic, which may be competitive to our next generation anti-CTLA-4 program, (2) Merck has an approved anti-PD-1 antibody, as well as anti-CTLA-4, anti-TIGIT and LAG-3 antagonists recruiting in clinical trials, (3) Regeneron has an approved anti-PD-1 antibody as well as antibodies targeting LAG-3 and GITR in the clinic, (4) Roche/Genentech has an approved anti-PD-L1 antibody, a late-stage anti-TIGIT antibody, an anti-TGFb antibody as well as bispecific antibodies targeting CD137, TIM-3 and LAG-3 in clinical development, (5) AstraZeneca has an approved anti PD-L1 antibody, as well as antibodies targeting CTLA-4 and CD73 in the clinic, (6) Pfizer has an approved anti-PD-L1 (with Merck KgaA) antibody and (7) GSK has an approved anti PD-1 antibody as well as antibodies targeting TIM-3 and LAG-3 in the clinic. Besides these PD-1 and PD-L1 antibodies that were approved in the U.S., we are also aware of competitors with approved PD-1 agents in ex-U.S. geographies such as China. These include Innovent Biologics (Eli Lilly has ex-China rights), Shanghai Junshi Biosciences (Coherus BioSciences has rights to co-develop in U.S. and Canada), Shanghai HengRui Pharmaceuticals, Beigene (Novartis has ex-China rights), Gloria Biosciences (Arcus Bioscience has rights in North America, Europe, Japan and certain other territories) and Akeso Bio.

We are also aware of other competitors with clinical-stage PD-1/PD-L1 agents including but not limited to AbbVie, Amgen, Arcus Biosciences, Biocad Ltd., Boehringer Ingelheim, Checkpoint Therapeutics, CStone Pharmaceuticals (EQRx has ex-China rights), CSPC ZhongQi Pharmaceutical Technology, Genor Biopharma/ Apollomics, Incyte, ImmuneOncia Therapeutics Inc., Jounce Therapeutics, Janssen Pharmaceuticals, Lee’s Pharmaceuticals, Mabspace Biosciences, Maxinovel Pharmaceuticals, Novartis, 3D Medicines, Qilu Pharmaceutical Co Ltd, Shanghai Henlius Biotech Co Ltd, Sinocelltech, Shandong New Time Pharmaceutical Co Ltd, and Taizhou Houdeaoke Technology. In addition, we are also aware of anti-PD-(L)1 monospecific agents that are preclinical in stage. We are also aware of competitors developing bispecifics targeting PD-1 or PD-L1.

We are aware of companies developing “next-generation” anti-CTLA-4 approaches, which may be competitive to our next-generation anti-CTLA-4 program (AGEN1181). For example, BMS has 3 next-generation CTLA-4 programs in the clinic: a non-fucosylated anti CTLA-4 antibody, a peptide-masked version of ipilimumab and a peptide masked version of the non-fucosylated anti CTLA-4 antibody; the peptide masked versions are designed to localize activity to the tumor and minimize systemic toxicity associated with parent drug. We are also aware of other next-generation monospecifics targeting CTLA-4 in the clinic, including those from Harbour BioMed, OncoC4, Adagene, and Xilio Therapeutics. We are also aware of companies advancing clinical stage, CTLA-4 targeting multispecifics as a next-generation approach, including, but not limited to, Macrogenics, Xencor, AstraZeneca, Akeso Biopharma, Alphamab, and Alpine Immune Sciences. We are also aware of next-generation assets targeting CTLA-4 preclinically.

We are also aware of competitors with clinical stage drug candidates against CTLA-4, GITR, OX40, LAG-3, TIM-3, CD73, TGFb, and CD137, in addition to those named earlier in this section. Additionally, AGEN1777, our TIGIT bispecific program licensed to BMS is now in clinical development; we are aware of clinical stage anti-TIGIT antibodies, including bispecifics, that could compete with this program. As outlined above, some of these include, but are not limited to AbbVie, Arcus Biosciences, Alligator Biosciences, Beigene, Compass Therapeutics, Compugen, Corvus Pharmaceuticals, CStone Pharmaaceuticals, GSK, Innovent Biologics, Inhibrx, iTeos Therapeutics, Lyvgen Biopharma, MedPacto, Merck KGaA, Mereo Biopharma, Novartis, Astellas, Seagen, Servier, Scholar Rock, and Sanofi. There is no guarantee that our antibody product candidates will be able to successfully compete with our competitors’ antibody products and product candidates.

We are aware that Merck’s PD-1 antagonist, Keytruda, has been fully approved in advanced cervical cancer. Recently, Seagen Inc. and Genmab A/S received accelerated approval for Tivdak, a drug co-developed by these companies, for use in recurrent/metastatic cervical cancer patients, including in the second line setting. We are also aware that Lee Pharmaceutical’s NDA recently accepted by the NMPA and that Akeso Bio (anti PD-1/CTLA-4 bispecific) has received approval in China from the Center to Drug Evaluation (“CDE”) to submit its NDA in this setting. Beyond these developments, we are also aware of industry sponsored clinical trials, including exploratory studies, that are underway in this setting. Clinical stage competitors include, but are not limited to, BMS (anti-PD-1 alone or in combination with CTLA-4), Iovance Biotherapeutics (autologous TILs), Merck KgaA (anti-PD-L1/TGFb), Roche (anti-PD-L1 alone or in combination with anti-TIGIT), Nykode Therapeutics (HPV vaccine in combination with anti-PD-L1), Biocad (anti-PD-1), Genor Biopharma (anti-PD-1), Gloria Biosciences (Anti-PD-1), Shanghai Henlius Biotech (anti-PD-1 in combination with albumin bound paclitaxel) and Innovent Biologics (anti-PD-1 alone or in combination with anti-CTLA-4).

In addition, and prior to regulatory approval, if ever, our other product candidates may compete for access to patients with other products in clinical development, with products approved for use in the indications we are studying, or with off-label use of products in the indications we are studying. We anticipate that we will face increased competition in the future as new companies enter markets we seek to address and scientific developments surrounding immunotherapy and other traditional cancer therapies continue to accelerate.

12

 


SaponiQx is developing QS-21 Stimulon.  Several other vaccine adjuvants are in development or in use and could compete with QS-21 Stimulon for inclusion in vaccines. These adjuvants may include but are not limited to: (1) oligonucleotides, under development by Pfizer, Idera, and Dynavax, (2) MF59, under development by Novartis, (3) IC31, under development by Intercell (now part of Valneva), (4) MPL, under development by GSK, (5) Matrix-MTM, under development by Novavax, (6) AS03 and additional AS portfolio members, under development by GSK, and (7) TQL 1055, under development by Adjuvance Technologies. In the past, we have provided QS-21 Stimulon to other entities under materials transfer arrangements. In at least one instance, it is possible that this material was used without our permission to develop synthetic formulations and/or derivatives of QS-21. In addition, other companies and academic institutions are developing saponin adjuvants, including derivatives and synthetic formulations. These sources may be competitive to our ability to execute future partnering and licensing arrangements involving QS-21 Stimulon. We are also aware of other manufacturers of QS-21. The existence of products developed by these and other competitors, or other products of which we are not aware, or which other companies may develop in the future, may adversely affect the marketability of products developed or sold using QS-21 Stimulon.

Even if we obtain regulatory approval to market our product candidates, the availability and price of our competitors’ products could limit the demand and the price we are able to charge for our product candidates. We may not be able to implement our business plan if the acceptance of our product candidates is inhibited by price competition or the reluctance of physicians to switch from existing methods of treatment to our product candidates, or if physicians switch to other new drug or biologic products or choose to reserve our product candidates for use in limited circumstances.

Human Capital Resources and Employees

As of January 31, 2022, we had 441 employees, of whom 85 were PhDs and 24 were MDs. None of our employees are subject to a collective bargaining agreement. We believe that we have good relations with our employees.

Our human capital resources objectives include, as applicable, identifying, recruiting, retaining, incentivizing, and integrating our existing and additional employees. We provide compensation and benefit programs to attract and retain employees. In addition to salaries, these programs include potential annual discretionary bonuses, various stock awards under our equity incentive plans, a 401(k) Plan, healthcare and insurance benefits, flexible spending accounts, paid time off, family leave, and flexible work schedules, among others.

Corporate History

Antigenics L.L.C. was formed as a Delaware limited liability company in 1994 and was converted to Antigenics Inc., a Delaware corporation, in February 2000 in conjunction with our initial public offering of common stock. On January 6, 2011, we changed our name from Antigenics Inc. to Agenus Inc.

Availability of Periodic SEC Reports

Our Internet website address is www.agenusbio.com. We make available free of charge through our website our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (“Exchange Act”), as soon as reasonably practicable after we electronically file such material with, or furnish such material to, the Securities and Exchange Commission (the “SEC”). In addition, we regularly use our website to post information regarding our business, product development programs and governance, and we encourage investors to use our website, particularly the sections entitled “Publications”, “Investors” and “Media,” as sources of information about us.

The SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC at www.sec.gov.

The contents of the websites referred to above are not incorporated into this filing. Further, our references to the URLs for these websites are intended to be inactive textual references only.

 

 

Item 1A.

Risk Factors

 

Summary of Risk Factors

Our business is subject to a number of risks and uncertainties. The following is a summary of the principal risk factors described in this section:

Risks Related to our Financial Position and Need for Additional Capital

13

 


 

We have historically incurred net losses and anticipate that we will continue to incur net losses in the future.

 

If we fail to obtain additional financing, we will not be able to complete development and commercialization of our product candidates.

 

Raising additional capital may cause dilution to our existing stockholders, restrict our operations or require us to relinquish rights to our technologies or product candidates.

Risks Related to the Development of Our Product Candidates

 

Our business is highly dependent on the success of our botensilimab and combination therapy programs.

 

Preliminary or interim data that we report on our clinical trials could change materially by the time the data is finalized.

 

Our clinical trials or those of our current and future collaborators may reveal significant adverse events or lack of sufficient efficacy or durability of response.

 

If we encounter difficulties enrolling patients in our clinical trials, our clinical development activities could be delayed or otherwise adversely affected.

 

We have limited resources, and the number of product candidates that we are attempting to simultaneously advance creates a significant strain on these resources and could prevent us from successfully advancing any candidates.

Risks Related to the Commercialization of Our Product Candidates

 

We may not be able to commercialize, or may be delayed in commercializing, our product candidates.

 

We expect the novel nature of our product candidates to create challenges in obtaining regulatory approval.

 

Our product candidates may cause undesirable side effects.

 

Our competitors may have superior products, manufacturing capability, expertise and/or resources.

 

Even if our product candidates receive marketing approval, such products may not achieve market acceptance or coverage, or may become subject to unfavorable pricing regulations or third-party reimbursement practices.

 

The market opportunities for our product candidates may be small, and our estimates of the prevalence of our target patient populations may be inaccurate.

 

We have no experience in marketing, selling and distributing products or performing commercial compliance.

Risks Related to Manufacturing and Supply

 

Manufacturing challenges could result in having insufficient quantities of our drug candidates or drugs or such quantities at an acceptable cost.

 

We own and operate our own clinical scale manufacturing infrastructure, which is costly and time-consuming.

 

We are building our own commercial scale manufacturing facticity, which is costly and time-consuming.

Risks Related to Our Reliance on Third Parties

 

We are dependent upon third parties to further develop and commercialize certain of our antibody programs.

 

Failure to enter into and/or maintain licensing, distribution and/or collaboration agreements may adversely affect our business.

 

If third parties do not carry out their contractual duties, we may not be able to obtain regulatory approval of or commercialize any potential product candidates.

Risks Related to Government Regulation

 

The regulatory approval process for our product candidates is uncertain and will be lengthy.

 

We may fail to obtain regulatory approval of our product candidates.

 

Our relationships with third parties are subject to extensive healthcare laws and regulations.

 

If we receive regulatory approval of any product candidates or therapies, we will be subject to ongoing regulatory obligations and continued regulatory review.

 

Healthcare regulatory reform measures may have an adverse effect on our business.

 

Laws and regulations governing any international operations may preclude us from developing, manufacturing and selling certain products outside of the United States and require us to develop and implement costly compliance programs

 

Risks associated with doing business internationally could negatively affect our business.

 

Our ability to use net operating losses and tax credits to offset future income may be subject to limitations.

14

 


 

Risks Related to Our Intellectual Property

 

We may be unable to obtain and enforce patent protection for our product candidates and related technology.

 

If we fail to comply with our intellectual property licenses, we could lose important license rights.

 

We may not be able to protect our intellectual property rights throughout the world.

 

Changes in U.S. patent law could diminish the value of patents.

 

We may be unable to protect the confidentiality of our proprietary information.

 

Our employees, consultants or independent contractors could wrongfully use or disclose confidential information.

 

We may infringe the patents and other proprietary rights of third parties.

 

We may become involved in lawsuits to protect or enforce our patents.

Risks Related to Business Operations, Employee Matters and Managing Growth

 

We may encounter difficulties in managing our recent growth and/or corporate consolidation efforts.

 

Legal claims against us may reduce demand for our products and/or result in substantial damages.

 

Information technology security breaches could result in a material disruption in our business and subject us to sanctions and penalties.

 

Our subsidiary Mink Therapeutics may be unsuccessful at advancing its cell therapy business.

Risks Related to Our Common Stock

 

Our stock’s trading volume and public trading price has been volatile.

 

We do not intend to pay cash dividends on our common stock.

 

Anti-takeover provisions under our charter documents and Delaware law could delay or prevent a change of control.

Our future operating results could differ materially from the results described in this Annual Report on Form 10-K due to the risks and uncertainties described below. You should consider carefully the following information about risks below in evaluating our business. If any of the following risks actually occur, our business, financial conditions, results of operations and future growth prospects would likely be materially and adversely affected. In these circumstances, the market price of our common stock would likely decline.

We cannot assure investors that our assumptions and expectations will prove to be correct. Important factors could cause our actual results to differ materially from those indicated or implied by forward-looking statements. See “Note Regarding Forward-Looking Statements” in this Annual Report on Form 10-K. Factors that could cause or contribute to such differences include those factors discussed below.

 

Risks Related to Our Financial Position and Need for Additional Capital

 

We have incurred net losses in every year since our inception and anticipate that we will continue to incur net losses in the future.

Investment in I-O product development is highly speculative because it entails substantial upfront capital expenditures and significant risk that any potential product candidate will fail to demonstrate adequate effect or an acceptable safety profile, gain regulatory approval and become commercially viable. We have no products approved for commercial sale and have not generated any revenue from product sales to date, and we continue to incur significant research and development and other expenses related to our ongoing operations. As a result, we are not profitable and have incurred losses in each period since our inception. Our net losses for the years ended December 31, 2021, 2020, and 2019, were $28.7 million, $182.9 million and $111.6 million, respectively. We expect to incur significant losses for the foreseeable future as we continue our research and development efforts, seek regulatory approvals, and begin commercial readiness efforts for our product candidates. We anticipate that our expenses will increase substantially if, and as, we:

 

conduct clinical trials for our pipeline of product candidates;

 

further develop our antibody programs and platforms, our vaccine programs, and our saponin-based vaccine adjuvants;

 

continue to discover and develop additional product candidates;

 

maintain, expand and protect our intellectual property portfolio;

 

hire additional clinical, scientific, manufacturing and commercial personnel;

 

expand in-house manufacturing capabilities;

15

 


 

 

establish a commercial manufacturing source and secure supply chain capacity sufficient to provide commercial quantities of any product candidates for which we may obtain regulatory approval;

 

acquire or in-license other product candidates and technologies;

 

seek regulatory approvals for any product candidates that successfully complete clinical trials;

 

establish a sales, marketing and distribution infrastructure to commercialize any products for which we may obtain regulatory approval; and

 

add operational, regulatory, financial and management information systems and personnel, including personnel to support our product development and planned commercialization efforts.

To become profitable, we or any current or potential future licensees and collaboration partners must develop and eventually commercialize products with significant market potential at an adequate profit margin after cost of goods sold and other expenses. This will require us to be successful in a range of challenging activities, including completing clinical trials, obtaining marketing approval for product candidates, obtaining adequate reimbursement for product candidates, manufacturing, marketing and selling products for which we may obtain marketing approval and satisfying any post-marketing requirements. We may never succeed in any or all of these activities and, even if we do, we may never generate revenue that is significant or large enough to achieve profitability. If we do achieve profitability, we may not be able to sustain or increase profitability on a quarterly or annual basis. Our failure to become and remain profitable would decrease the value of our company and could impair our ability to raise capital, maintain our research and development efforts, expand our business or continue our operations. A decline in the value of our company also could cause our stockholders to lose all or part of their investment.

Even if we succeed in commercializing one or more of our product candidates, we will continue to incur substantial research and development and other expenditures to develop and market additional product candidates in our pipeline. We may encounter unforeseen expenses, difficulties, complications, delays and other unknown factors that may adversely affect our business. The size of our future net losses will depend, in part, on the rate of future growth of our expenses and our ability to generate revenue. Our prior losses and expected future losses have had and will continue to have an adverse effect on our stockholders’ equity and working capital.

Furthermore, our ability to generate cash from operations is dependent on the success of our licensees and collaboration partners, as well as the likelihood and timing of new strategic licensing and partnering relationships and/or successful development and commercialization of product candidates, including through our antibody programs and platforms, our vaccine programs, and our saponin-based vaccine adjuvants.

 

We will require additional capital to fund our operations, and if we fail to obtain necessary financing, we will not be able to complete the development and commercialization of our product candidates.

Our operations have consumed substantial amounts of cash since inception. We expect to continue to spend substantial amounts to conduct further research and development and preclinical or nonclinical testing and studies and clinical trials of our current and future programs, to build a supply chain, to seek regulatory approvals for our product candidates and to launch and commercialize any products for which we receive regulatory approval, including building our own commercial organization. To date, we have financed our operations primarily through the sale of equity, assets, notes, corporate partnerships and interest income. In order to finance future operations, we will be required to raise additional funds in the capital markets, through arrangements with collaboration partners or from other sources.

As of December 31, 2021, we had $306.9 million of cash, cash equivalents and short-term investments. Based on our current plans and projections, we believe that our cash resources as of December 31, 2021, will be sufficient to satisfy our liquidity requirements for more than one year from when the financial statements included in this Annual Report on Form 10-K were issued. However, our future capital requirements and the period for which our existing resources will support our operations may vary significantly from what we expect, and we will in any event require additional capital in order to complete clinical development of our current programs. Our monthly spending levels will vary based on new and ongoing development and corporate activities. Because the length of time and activities associated with development of our product candidates is highly uncertain, we are unable to estimate the actual funds we will require for development and any approved marketing and commercialization activities. Our future funding requirements, both near and long-term, will depend on many factors, including, but not limited to:

 

the initiation, progress, timing, costs and results of preclinical or nonclinical testing and studies and clinical trials for our product candidates;

 

the clinical development plans we establish for our product candidates;

 

the number and characteristics of future product candidates that we develop or may in-license;

16

 


 

 

our ability to establish and maintain strategic partnerships, licensing or other arrangements and the financial terms of such arrangements;

 

the timing, receipt and amount of sales of, or royalties on, our future products and those of our partners, if any;

 

the outcome, timing and cost of meeting regulatory requirements established by the FDA, the European Medicines Agency (the “EMA”) and other comparable foreign regulatory authorities;

 

the cost of filing, prosecuting, defending and enforcing our patent claims and other intellectual property rights;

 

the cost of defending intellectual property disputes, including patent infringement actions brought by third parties against us or our product candidates;

 

the effect of competing technological and market developments;

 

the costs of establishing and maintaining a clinical and commercial supply chain for the development and manufacture of our product candidates;

 

the cost and timing of establishing, expanding and scaling manufacturing capabilities; and

 

the cost of establishing sales, marketing and distribution capabilities for any product candidates for which we may receive regulatory approval in regions where we choose to commercialize our products on our own.

We do not have any committed external source of funds or other support for our development efforts and we cannot be certain that additional funding will be available on acceptable terms, or at all. Until we can generate sufficient product or royalty revenue to finance our cash requirements, which we may never do, we expect to finance our future cash needs through a combination of public or private equity offerings, debt financings, collaborations, strategic alliances, licensing arrangements and other marketing or distribution arrangements. If we are unable to raise additional capital in sufficient amounts or on terms acceptable to us, we may have to significantly delay, scale back or discontinue the development or commercialization of one or more of our products or product candidates or one or more of our other research and development initiatives. Any of the above events could significantly harm our business, prospects, financial condition and results of operations and cause the price of our common stock to decline and we may become insolvent.

From time to time we have issued, and in the future expect to issue, projections regarding our future cash position. Such projections include the expectation that we will be able to raise additional funds from the aforementioned sources and our ability to do so is subject to the risks described herein.

General economic conditions in the United States and abroad, whether as a result of a public health crisis, such as COVID-19, the policies of the Biden Administration or otherwise, may have a material adverse effect on our liquidity and financial condition, particularly if our ability to raise additional funds is impaired.

 

Raising additional capital may cause dilution to our existing stockholders, restrict our operations or require us to relinquish rights to our technologies or product candidates.

We may seek additional capital through a combination of public and private equity offerings, debt financings, strategic partnerships and alliances and licensing arrangements. To the extent that we raise additional capital through the sale of equity or convertible debt securities, our stockholders’ ownership interest will be diluted, and the terms may include liquidation or other preferences that adversely affect their rights as a stockholder. The incurrence of indebtedness would result in increased fixed payment obligations and could involve certain restrictive covenants, such as limitations on our ability to incur additional debt, limitations on our ability to acquire or license intellectual property rights and other operating restrictions that could adversely impact our ability to conduct our business. If we raise additional funds through strategic partnerships and alliances and licensing arrangements with third parties, we may have to relinquish valuable rights to our technologies or product candidates or grant licenses on terms unfavorable to us. We also could be required to seek collaborators for one or more of our current or future product candidates at an earlier stage than otherwise would be desirable or relinquish our rights to product candidates or technologies that we otherwise would seek to develop or commercialize ourselves.

 

The nature and length of our operating history may make it difficult to evaluate our technology and product development capabilities and predict our future performance.

We have no products approved for commercial sale and have not generated any revenue from product sales. Our ability to generate product revenue or profits will depend on the successful development and eventual commercialization of our product candidates, which may never occur. We may never be able to develop or commercialize a marketable product.

All of our programs require additional pre-clinical or clinical research and development, manufacturing supply, capacity and/or expertise, building of a commercial organization, substantial investment and/or significant marketing efforts before we generate any revenue from potential product sales. Other programs of ours require additional discovery research and then preclinical development.

17

 


In addition, our product candidates must be approved for marketing by the FDA or certain other health regulatory agencies, including the EMA, before we may commercialize any product.

Our operating history, particularly in light of the rapidly evolving I-O field, may make it difficult to evaluate our technology and industry and predict our future performance. We will encounter risks and difficulties frequently experienced by clinical stage companies in rapidly evolving fields. If we do not address these risks successfully, our business will suffer. Similarly, we expect that our financial condition and operating results will fluctuate significantly from quarter to quarter and year to year due to a variety of factors, many of which are beyond our control. As a result, our stockholders should not rely upon the results of any quarterly or annual period as an indicator of future operating performance.

In addition, as a clinical stage company, we have encountered unforeseen expenses, difficulties, complications, delays and other known and unknown circumstances. As we advance our product candidates, we will need to transition from a company with a research and clinical focus to a company capable of supporting commercial activities. We may not be successful in such a transition.

Unstable market and economic conditions may have serious adverse consequences on our business, financial condition and stock price.

Global credit and financial markets have experienced extreme volatility and disruptions in the past several years, including increased inflation, severely diminished liquidity and credit availability, declines in consumer confidence, declines in economic growth, increases in unemployment rates and uncertainty about economic stability, and the volatility of such market and economic conditions have increased as a result of the COVID-19 pandemic. The scope, duration and long-term impact of the COVID-19 pandemic are unknown at this time, so there can be no assurance how significant any deterioration in credit and financial markets and confidence in economic conditions will be and how long it may continue. Our general business strategy may be adversely affected by any such economic downturn, volatile business environment or continued unpredictable and unstable market conditions. If the current equity and credit markets deteriorate, or do not improve, it may make any necessary debt or equity financing more difficult, more costly, and more dilutive. Failure to secure any necessary financing in a timely manner and on favorable terms could have a material adverse effect on our growth strategy, financial performance and stock price and could require us to delay or abandon clinical development plans for some or all of our pipeline candidates. In addition, there is a risk that one or more of our current service providers, manufacturers and other partners may not survive these difficult economic times, which could directly affect our ability to attain our operating goals on schedule and on budget.

As of December 31, 2021, we had cash, cash equivalents and short-term investments of $306.9 million. While we are not aware of any downgrades, material losses, or other significant deterioration in the fair value of our cash equivalents and investments since December 31, 2021, no assurance can be given that deterioration of the global credit and financial markets would not negatively impact our current portfolio of cash equivalents or our ability to meet our financing objectives. Furthermore, our stock price may decline due in part to the volatility of the stock market and any general economic downturn.

Our obligations to the holders of our promissory notes could materially and adversely affect our liquidity.

In February 2015, we issued subordinated promissory notes in the aggregate principal amount of $14.0 million, of which $13.0 million remains outstanding, with annual interest of 8% (the “2015 Subordinated Notes”). The 2015 Subordinated Notes were previously due February 20, 2020, and in February 2020, we amended the 2015 Subordinated Notes to extend the maturity date to February 20, 2023. The 2015 Subordinated Notes include default provisions that allow for the acceleration of the principal payment of the 2015 Subordinated Notes in the event we become involved in certain bankruptcy proceedings, become insolvent, fail to make a payment of principal or (after a grace period) interest on the 2015 Subordinated Notes, default on other indebtedness with an aggregate principal balance of $13.0 million or more if such default has the effect of accelerating the maturity of such indebtedness, or become subject to a legal judgment or similar order for the payment of money in an amount greater than $13.0 million if such amount will not be covered by third-party insurance. If we default on the 2015 Subordinated Notes and the repayment of such indebtedness is accelerated, our liquidity could be materially and adversely affected.

If we do not have sufficient cash on hand to service or repay our 2015 Subordinated Notes, we may be required to raise additional capital which entails the risks described herein.

 

Risks Related to the Development of Our Product Candidates

 

Our business is highly dependent on the success of our clinical stage programs, including our botensilimab and related combination therapy programs, which still require significant additional clinical development.

18

 


Our business and future success depends in large part on our ability to obtain regulatory approval of, and then successfully launch and commercialize, our product candidates. Our timelines are aggressive and subject to various factors outside of our control, including regulatory review and approval. There is no guarantee that our BLA submissions, if any, will be approved, or that we will be able to successfully commercialize these assets. If our botensilimab programs (including combination therapies with botensilimab) encounter safety, efficacy, supply or manufacturing problems, developmental delays, regulatory or commercialization issues or other problems, our development plans and business may be significantly harmed.

Even though we have observed positive results to date, they may not necessarily be predictive of the final results of the trials or future clinical trials or otherwise be sufficient to support an approval. Many companies in the pharmaceutical, biopharmaceutical and biotechnology industries have suffered significant setbacks in clinical trials after achieving positive results, and we cannot be certain that we will not face similar setbacks.

All of our other product candidates are in earlier stages of development and will require additional nonclinical and/or clinical development, regulatory review and approval in multiple jurisdictions, substantial investment, access to sufficient commercial manufacturing capacity and significant marketing efforts before we can generate any revenue from product sales.

 

The successful development of immune modulating antibodies, including botensilimab, alone and in combination with other therapeutic candidates, is highly uncertain.

Successful development of immune modulating antibodies, such as botensilimab, is highly uncertain and is dependent on numerous factors, many of which are beyond our control. Immune modulating antibodies that appear promising in the early phases of development may fail to reach, or remain in, the market for several reasons, including:

 

clinical trial results may show our candidates to be less effective than expected (e.g., a clinical trial could fail to meet its primary endpoint(s)) or to have unacceptable side effects, toxicities or other negative consequences;

 

failure to receive the necessary regulatory approvals or a delay in receiving such approvals. Among other things, such delays may be caused by slow enrollment in clinical trials, patients dropping out of trials, length of time to achieve trial endpoints, additional time requirements for data analysis, or BLA preparation, discussions with the FDA, an FDA request for a diagnostic or additional nonclinical or clinical data, or unexpected safety or manufacturing issues;

 

manufacturing costs, formulation issues, pricing or reimbursement issues, or other factors that make the candidates uneconomical;

 

proprietary rights of others and their competing products and technologies that may prevent our candidates from being commercialized; and

 

failure to initiate or successfully complete confirmation trials for candidates that receive accelerated approval.

 

The length of time necessary to complete clinical trials and to submit an application for marketing approval for a final decision by a regulatory authority may be difficult to predict for immune modulating antibodies, including for anti-CTLA-4 and related combination therapies.

Even if we are successful in obtaining marketing approval, commercial success of any approved products will also depend in large part on the availability of insurance coverage and adequate reimbursement from third-party payors, including government payors, such as the Medicare and Medicaid programs, and managed care organizations, which may be affected by existing and future healthcare reform measures designed to reduce the cost of healthcare. Third-party payors may limit the definition of the target treatment population to one smaller than that implied in the label granted by regulatory authorities, and could require us to conduct additional studies, including post-marketing studies related to the cost-effectiveness of a product, to qualify for reimbursement, which could be costly and divert our resources. If government and other healthcare payors were not to provide adequate insurance coverage and reimbursement levels for any one of our products once approved, market acceptance and commercial success would be reduced.

In addition, if any of our products are approved for marketing, we will be subject to significant regulatory obligations regarding the submission of safety and other post-marketing information and reports and registration, and will need to continue to comply (or ensure that our third-party providers comply) with cGMPs and good clinical practices GCPs, for any clinical trials that we conduct post-approval. In addition, there is always the risk that we or a regulatory authority might identify previously unknown problems with a product post-approval, such as adverse events of unanticipated severity or frequency. Compliance with these requirements is costly and any failure to comply or other issues with our product candidates’ post-approval could have a material adverse effect on our business, financial condition and results of operations.

 

Interim top-line and preliminary data from our clinical trials that we announce or publish from time to time may change as more patient data become available and are subject to audit and verification procedures that could result in material changes in the final data.

19

 


From time to time, we may publish interim top-line or preliminary data from our clinical trials. Interim data from clinical trials that we may complete are subject to the risk that one or more of the clinical outcomes may materially change as patient enrollment continues and more patient data become available and mature over time. Preliminary or top-line data also remain subject to audit and verification procedures that may result in the final data being materially different from the preliminary data we previously published. As a result, interim and preliminary data should be viewed with caution until the final data are available. Multiple times last year, and most recently in June 2021, we reported positive interim data from our lead trials of balstilimab and zalifrelimab. In November 2021, we also reported new clinical responses from a Phase 1/2 trial of botensilimab, and in June 2021, we reported Phase 1 clinical responses for AGEN2373. Each of these results may not be indicative of the final results from the relevant study, and the final results may not support a marketing approval for any of these candidates. There is no guarantee that balstilimab, zalifrelimab, or botensilimab (or any of our earlier stage programs) will receive marketing approval in any jurisdiction, and failure to achieve marketing approval for either of these programs could have a material adverse impact on our business. Any adverse differences between preliminary or interim data and final data could significantly harm our business prospects.

Preclinical development is uncertain. Some of our antibody programs are in early stage development that may experience delays or may never advance to clinical trials, which would adversely affect our ability to obtain regulatory approvals or commercialize these programs on a timely basis or at all, and which would have an adverse effect on our business.

Several of our proprietary antibody programs are currently in early stage development, and many of our antibody programs are pre-clinical. We cannot be certain of the timely completion or outcome of our preclinical testing and studies and cannot predict if the FDA or other regulatory authorities will accept our proposed clinical programs or if the outcome of our preclinical testing and studies will ultimately support the further development of our programs. As a result, we cannot be sure that we will be able to submit Investigational New Drug applications (“INDs”) or similar applications for our preclinical programs on the timelines we expect, if at all, and we cannot be sure that submission of INDs or similar applications will result in the FDA or other regulatory authorities allowing clinical trials to begin.

 

Our clinical trials or those of our current and future collaborators may reveal significant adverse events not seen in our preclinical or nonclinical studies and may result in a safety profile that could inhibit regulatory approval or market acceptance of any of our product candidates.

Before obtaining regulatory approvals for the commercial sale of any products, we must demonstrate through potentially lengthy, complex and expensive preclinical studies and clinical trials that our product candidates are both safe and effective for use in each target indication. Failure can occur at any time during the clinical trial process.

Product candidates in later stages of clinical trials may fail to show the desired safety and efficacy profile despite having progressed through nonclinical studies and initial clinical trials. A number of companies in the biopharmaceutical industry have suffered significant setbacks in advanced clinical trials due to lack of efficacy or unacceptable safety issues, notwithstanding promising results in earlier trials. Most product candidates that commence clinical trials are never approved as products and there can be no assurance that any of our current or future clinical trials will ultimately be successful or support further clinical development of any of our product candidates.

 

We intend to develop our existing antibody candidates, and may develop future product candidates, alone and in combination with one or more additional cancer therapies. The uncertainty resulting from the use of our product candidates in combination with other cancer therapies may make it difficult to accurately predict side effects in future clinical trials.

If significant adverse events or other side effects are observed in any of our current or future clinical trials, we may have difficulty recruiting patients to our clinical trials, patients may drop out of our trials, or we may be required to abandon the trials or our development efforts of one or more product candidates altogether. We, the FDA or other applicable regulatory authorities, or an institutional review board may suspend clinical trials of a product candidate at any time for various reasons, including a belief that subjects in such trials are being exposed to unacceptable health risks or adverse side effects. Some potential therapeutics developed in the biotechnology industry that initially showed therapeutic promise in early-stage trials have later been found to cause side effects that prevented their further development. Even if the side effects do not preclude the drug from obtaining or maintaining marketing approval, undesirable side effects may inhibit market acceptance of any approved product due to its tolerability versus other therapies. Any of these developments could materially harm our business, financial condition and prospects.

 

Positive results from preclinical and clinical studies of our product candidates are not necessarily predictive of the results of later preclinical studies and any future clinical trials of our product candidates. If we cannot replicate the positive results from our earlier studies of our product candidates in our later studies and future clinical trials, we may be unable to successfully develop, obtain regulatory for and commercialize our product candidates.

20

 


Any positive results from our preclinical studies of our product candidates may not necessarily be predictive of the results from required later preclinical studies and clinical trials. Similarly, even if we are able to complete our planned preclinical studies or any future clinical trials of our product candidates according to our current development timeline, the positive results from such preclinical studies and clinical trials of our product candidates may not be replicated in subsequent preclinical studies or clinical trial results. Moreover, positive results observed in interim data may not necessarily be predictive of the results from final, more mature data.

Many companies in the pharmaceutical and biotechnology industries have suffered significant setbacks in late-stage clinical trials after achieving positive results in early-stage development and we cannot be certain that we will not face similar setbacks. These setbacks have been caused by, among other things, preclinical and other nonclinical findings made while clinical trials were underway, or safety or efficacy observations made in preclinical studies and clinical trials, including previously unreported adverse events. Moreover, preclinical, nonclinical and clinical data are often susceptible to varying interpretations and analyses and many companies that believed their product candidates performed satisfactorily in preclinical studies and clinical trials nonetheless failed to obtain FDA or EMA approval.

 

If we encounter difficulties enrolling patients in our clinical trials, our clinical development activities could be delayed or otherwise adversely affected.

We may experience difficulties in patient enrollment in our clinical trials for a variety of reasons. The timely completion of clinical trials in accordance with their protocols depends, among other things, on our ability to enroll a sufficient number of patients who remain in the study until its conclusion. The enrollment of patients depends on many factors, including:

 

the severity of the disease under investigation;

 

the patient eligibility and exclusion criteria defined in the protocol;

 

the size of the patient population required for analysis of the trial’s primary endpoints;

 

the proximity of patients to trial sites;

 

the design of the trial;

 

our ability to recruit clinical trial investigators with the appropriate competencies and experience;

 

clinicians’ and patients’ perceptions as to the potential advantages and risks of the product candidate being studied in relation to other available therapies, including any new drugs that may be in clinical development or approved for the indications we are investigating;

 

the efforts to facilitate timely enrollment in clinical trials;

 

the patient referral practices of physicians;

 

the ability to monitor patients adequately during and after treatment;

 

our ability to obtain and maintain patient consents; and

 

the risk that patients enrolled in clinical trials will drop out of the trials before completion.

In addition, our clinical trials will compete with other clinical trials for product candidates that are in the same therapeutic areas as our product candidates, and this competition will reduce the number and types of patients available to us, because some patients who might have opted to enroll in our trials may instead opt to enroll in a trial being conducted by one of our competitors. Since the number of qualified clinical investigators is limited, we expect to conduct some of our clinical trials at the same clinical trial sites that some of our competitors use, which will reduce the number of patients who are available for our clinical trials in such clinical trial site. Moreover, because our product candidates represent a departure from more commonly used methods for our targeted therapeutic areas, potential patients and their doctors may be inclined to use conventional or newly launched competitive therapies, rather than enroll patients in any future clinical trial.

Delays in patient enrollment may result in increased costs or may affect the timing or outcome of the planned clinical trials, which could prevent completion of these trials and adversely affect our ability to advance the development of our product candidates. The COVID-19 pandemic may cause delays in the patient enrollment in our clinical trials and could prevent the completion and/or timely completion of such trials.

 

The number of product candidates that we are attempting to simultaneously advance creates a significant strain on our resources and may prevent us from successfully advancing any product candidates. If, due to our limited resources and access to capital, we prioritize development of certain product candidates, such decisions may prove to be wrong and may adversely affect our business.

We or our affiliates are currently advancing multiple immune modulating antibodies, vaccines and vaccine adjuvants (SaponiQx subsidiary)). Simultaneously advancing so many product candidates create a significant strain on our limited human and financial

21

 


resources. As a result, we may not be able to provide sufficient resources to any single product candidate to permit the successful development and commercialization of such product candidate, causing material harm to our business.

If, due to our limited resources and access to capital, we prioritize development of certain product candidates that ultimately prove to be unsuccessful, we may forego or delay pursuit of opportunities with other product candidates or for other indications that later prove to have greater commercial potential or a greater likelihood of success. Our resource allocation decisions may cause us to fail to capitalize on viable commercial products or profitable market opportunities.

 

Risks Related to the Commercialization of Our Product Candidates

 

If we are not able to obtain, or if there are delays in obtaining, required regulatory approvals for our product candidates, we will not be able to commercialize, or will be delayed in commercializing, our product candidates, and our ability to generate revenue will be materially impaired.

Our product candidates and the activities associated with their development and commercialization, including their design, testing, manufacture, safety, efficacy, recordkeeping, labeling, storage, approval, advertising, promotion, sale, distribution, import and export are subject to comprehensive regulation by the FDA and other regulatory agencies in the United States and by comparable authorities in other countries. Before we can commercialize any of our product candidates, we must obtain marketing approval. Except for Prophage in Russia, we have not received approval to market any of our product candidates from regulatory authorities in any jurisdiction and it is possible that none of our product candidates or any product candidates we may seek to develop in the future will ever obtain regulatory approval. We, as a company, have limited experience in filing and supporting the applications necessary to gain regulatory approvals and rely in part on third-party contract research organizations (“CROs”) and/or regulatory consultants to assist us in this process. Securing regulatory approval requires the submission of extensive preclinical and clinical data and supporting information to the various regulatory authorities for each therapeutic indication to establish the product candidate’s safety and efficacy. Securing regulatory approval also requires the submission of information about the drug manufacturing process to, and inspection of manufacturing facilities by, the relevant regulatory authority. Our product candidates may not be effective, may be only moderately effective or may prove to have undesirable or unintended side effects, toxicities or other characteristics that may preclude our obtaining marketing approval or prevent or limit commercial use.

The process of obtaining regulatory approvals, both in the United States and abroad, is expensive, may take many years if additional clinical trials are required, if approval is obtained at all, and can vary substantially based upon a variety of factors, including the type, complexity and novelty of the product candidates involved. Changes in marketing approval policies during the development period, changes in or the enactment of additional statutes or regulations, or changes in regulatory review for each submitted IND, Premarket Approval, BLA or equivalent application types, may cause delays in the approval or rejection of an application. The FDA and comparable authorities in other countries have substantial discretion in the approval process and may refuse to accept any application or may decide that our data are insufficient for approval and require additional preclinical, clinical or other studies. Our product candidates could be delayed in receiving, or fail to receive, regulatory approval for many reasons, including the following:

 

the FDA or comparable foreign regulatory authorities may disagree with the design or implementation of our clinical trials;

 

we may be unable to demonstrate to the satisfaction of the FDA or comparable foreign regulatory authorities that a product candidate is safe and effective for its proposed indication or a related companion diagnostic is suitable to identify appropriate patient populations;

 

the results of clinical trials may not meet the level of statistical significance required by the FDA or comparable foreign regulatory authorities for approval;

 

we may be unable to demonstrate that a product candidate’s clinical and other benefits outweigh its safety risks;

 

the FDA or comparable foreign regulatory authorities may disagree with our interpretation of data from preclinical studies or clinical trials;

 

the regulatory pathway being pursued is eliminated due to the unexpected or early full approval of a competing agent, as recently occurred with balstilimab;

 

the data collected from clinical trials of our product candidates may not be sufficient to support the submission of an BLA or other submission or to obtain regulatory approval in the United States or elsewhere;

 

the FDA or comparable foreign regulatory authorities may fail to approve our manufacturing processes or facilities or those of our third-party manufacturers with which we contract for clinical and commercial supplies; and

 

the approval policies or regulations of the FDA or comparable foreign regulatory authorities may significantly change in a manner rendering our clinical data insufficient for approval.

Of the large number of drugs in development, only a small percentage successfully complete the FDA or foreign regulatory approval processes and are commercialized. The lengthy approval process as well as the unpredictability of future clinical trial results

22

 


may result in our failing to obtain regulatory approval to market our product candidates, which would significantly harm our business, results of operations and prospects.

 

We expect the novel nature of our product candidates to create further challenges in obtaining regulatory approval. As a result, our ability to develop product candidates and obtain regulatory approval may be significantly impacted.

The general approach for FDA approval of a new biologic or drug is for sponsors to seek licensure or approval based on dispositive data from well-controlled, Phase 3 clinical trials of the relevant product candidate in the relevant patient population. Phase 3 clinical trials typically involve hundreds of patients, have significant costs and take years to complete. We are utilizing and, in the future, intend to utilize FDA’s accelerated approval program for our product candidates given the limited alternatives for treatments for certain rare diseases, cancer and autoimmune diseases, but the FDA may not agree with our plans. Moreover, even if we do receive accelerated approval from the FDA for one or more of our product candidates, there is no guarantee that we will be able to successfully complete one or more confirmatory trials needed to obtain full approval.

The FDA may also require a panel of experts, referred to as an Advisory Committee, to deliberate on the adequacy of the safety and efficacy data to support approval. The opinion of the Advisory Committee, although not binding, may have a significant impact on our ability to obtain approval of any product candidates that we develop based on the completed clinical trials.

Moreover, approval of genetic or biomarker diagnostic tests may be necessary in order to advance some of our product candidates to clinical trials or potential commercialization. In the future, regulatory agencies may require the development and approval of such tests. Accordingly, the regulatory approval pathway for such product candidates may be uncertain, complex, expensive and lengthy, and approval may not be obtained.

In addition, even if we were to obtain approval, regulatory authorities may approve any of our product candidates for fewer or more limited indications than we request, for instance, regulatory authorities may only approve the balstilimab monotherapy to individuals with PD-L1 positive tumors, may not approve the price we intend to charge for our products, may grant approval contingent on the performance of costly post-marketing clinical trials, or may approve a product candidate with a label that does not include the labeling claims necessary or desirable for the successful commercialization of that product candidate. Any of the foregoing scenarios could reduce the size of the potential market for our product candidates and materially harm the commercial prospects for our product candidates.

If we experience delays in obtaining approval or if we fail to obtain approval of our product candidates, the commercial prospects for our product candidates may be harmed and our ability to generate revenues will be materially impaired.

 

Obtaining and maintaining regulatory approval of our product candidates in one jurisdiction does not mean that we will be successful in obtaining regulatory approval of our product candidates in other jurisdictions.

Obtaining and maintaining regulatory approval of our product candidates in one jurisdiction does not guarantee that we will be able to obtain or maintain regulatory approval in any other jurisdiction, while a failure or delay in obtaining regulatory approval in one jurisdiction may have a negative effect on the regulatory approval process in others. For example, even if the FDA grants marketing approval of a product candidate, comparable regulatory authorities in foreign jurisdictions must also approve the manufacturing, marketing and promotion of the product candidate in those countries. Approval procedures vary among jurisdictions and can involve requirements and administrative review periods different from, and greater than, those in the United States, including additional nonclinical studies or clinical trials as clinical trials conducted in one jurisdiction may not be accepted by regulatory authorities in other jurisdictions. In many jurisdictions outside the United States, a product candidate must be approved for reimbursement before it can be approved for sale in that jurisdiction. In some cases, the price that we intend to charge for our products is also subject to approval.

We may also submit marketing applications in other countries. Regulatory authorities in jurisdictions outside of the United States have requirements for approval of product candidates with which we must comply prior to marketing in those jurisdictions. Obtaining foreign regulatory approvals and compliance with foreign regulatory requirements could result in significant delays, difficulties and costs for us and could delay or prevent the introduction of our products in certain countries. If we fail to comply with the regulatory requirements in international markets and/or receive applicable marketing approvals, our target market will be reduced and our ability to realize the full market potential of our product candidates will be harmed.

 

Our product candidates may cause undesirable side effects that could delay or prevent their regulatory approval, limit the commercial profile of an approved label, or result in significant negative consequences following marketing approval, if any.

23

 


Undesirable side effects caused by our product candidates could cause us to interrupt, delay or halt preclinical studies or could cause us or regulatory authorities to interrupt, delay or halt clinical trials and could result in a more restrictive label or the delay or denial of regulatory approval by the FDA or other regulatory authorities. As is the case with many treatments for cancer and autoimmune diseases, it is likely that there may be side effects associated with their use. Results of our trials could reveal a high and unacceptable severity and prevalence of these or other side effects. In such an event, our trials could be suspended or terminated, and the FDA or comparable foreign regulatory authorities could order us to cease further development of or deny approval of our product candidates for any or all targeted indications. The treatment-related side effects could affect patient recruitment or the ability of enrolled patients to complete the trial or result in potential product liability claims. Any of these occurrences may harm our business, financial condition and prospects significantly.

Further, clinical trials by their nature utilize a sample of the potential patient population. With a limited number of patients and limited duration of exposure, rare and severe side effects of our product candidates may only be uncovered with a significantly larger number of patients exposed to the product candidate. If our product candidates receive marketing approval and we or others identify undesirable side effects caused by such product candidates (or any other similar drugs) after such approval, a number of potentially significant negative consequences could result, including:

 

regulatory authorities may withdraw or limit their approval of such product candidates;

 

regulatory authorities may require the addition of labeling statements, such as a “boxed” warning or a contraindication;

 

we may be required to create a medication guide outlining the risks of such side effects for distribution to patients;

 

we may be required to change the way such product candidates are distributed or administered, conduct additional clinical trials or change the labeling of the product candidates;

 

regulatory authorities may require a Risk Evaluation and Mitigation Strategy(“REMS”), plan to mitigate risks, which could include medication guides, physician communication plans, or elements to assure safe use, such as restricted distribution methods, patient registries and other risk minimization tools;

 

we may be subject to regulatory investigations and government enforcement actions;

 

we may decide to remove such product candidates from the marketplace;

 

we could be sued and held liable for injury caused to individuals exposed to or taking our product candidates; and

 

our reputation may suffer.

We believe that any of these events could prevent us from achieving or maintaining market acceptance of the affected product candidates and could substantially increase the costs of commercializing our product candidates, if approved, and significantly impact our ability to successfully commercialize our product candidates and generate revenues.

Our competitors may have superior products, manufacturing capability, selling and marketing expertise and/or financial and other resources.

Our product candidates and the product candidates in development by our collaboration partners may fail because of competition from major pharmaceutical companies and specialized biotechnology companies that market products, or that are engaged in the development of product candidates and for the treatment cancer. Many of our competitors, including large pharmaceutical companies, have substantially greater financial, technical and other resources than we do, such as larger research and development staff, experienced marketing and manufacturing organizations and well-established sales forces. Our competitors may:

 

develop safer or more effective therapeutic drugs or therapeutic vaccines and other products;

 

establish superior intellectual property positions;

 

discover technologies that may result in medical insights or breakthroughs, which render our drugs or vaccines obsolete, possibly before they generate any revenue, if ever;

 

adversely affect our ability to recruit patients for our clinical trials;

 

solidify partnerships or strategic acquisitions that may increase the competitive landscape;

 

develop or commercialize their product candidates sooner than we commercialize our own, if ever; or

 

implement more effective approaches to sales, marketing and patient assistance programs and capture some of our potential market share.

Smaller or early-stage companies may also prove to be significant competitors, particularly through collaborative arrangements with large, established companies. Established pharmaceutical companies may also invest heavily to accelerate discovery and development of novel therapeutics or to in-license novel therapeutics that could make the product candidates that we develop obsolete. Mergers and acquisitions in the biotechnology and pharmaceutical industries may result in even more resources being concentrated in our competitors. Competition may increase further as a result of advances in the commercial applicability of technologies and greater availability of capital for investment in these industries.

24

 


There is no guarantee that our product candidates will be able to compete with potential future products being developed by our competitors.

The CPM drug landscape is crowded with several competitors developing assets against a number of targets. Our development plans are spread out across various indications and lines of therapy, either alone or in combination with other assets. Our competitors range from small cap to large cap companies, with assets in pre-clinical or clinical stages of development. Therefore, the landscape is dynamic and constantly evolving. We and our partners have CPM antibody programs, currently in clinical stage development targeting various pathways (as mono- or multi-specifics) including PD-1, CTLA-4, GITR, OX40, TIM-3, LAG-3, CD73, TGFb, CD137, ILT4 and TIGIT. We are aware of many companies that have antibody-based products on the market or in clinical development that are directed to the same biological targets as these programs, including, without limitation, the following: (1) BMS markets ipilimumab, an anti-CTLA-4 antibody, and nivolumab, an anti-PD-1 antibody, and is developing agents targeting LAG-3, TIM-3, TIGIT, OX40 and TGFb. BMS also has next generation anti-CTLA-4 antibodies in the clinic, which may be competitive to our next generation anti-CTLA-4 program, (2) Merck has an approved anti-PD-1 antibody, as well as anti-CTLA-4, anti-TIGIT and LAG-3 antagonists recruiting in clinical trials, (3) Regeneron has an approved anti-PD-1 antibody as well as antibodies targeting LAG-3 and GITR in the clinic, (4) Roche/Genentech has an approved anti-PD-L1 antibody, a late-stage anti-TIGIT antibody, an anti-TGFb antibody as well as bispecific antibodies targeting CD137, TIM-3 and LAG-3 in clinical development, (5) AstraZeneca has an approved anti PD-L1 antibody, as well as antibodies targeting CTLA-4 and CD73 in the clinic, (6) Pfizer has an approved anti-PD-L1 (with Merck KgaA) antibody and (7) GSK has an approved anti PD-1 antibody as well as antibodies targeting TIM-3 and LAG-3 in the clinic. Besides these PD-1 and PD-L1 antibodies that were approved in the U.S., we are also aware of competitors with approved PD-1 agents in ex-U.S. geographies such as China. These include Innovent Biologics (Eli Lilly has ex-China rights), Shanghai Junshi Biosciences (Coherus BioSciences has rights to co-develop in U.S. and Canada), Shanghai HengRui Pharmaceuticals, Beigene (Novartis has ex-China rights), Gloria Biosciences (Arcus Bioscience has rights in North America, Europe, Japan and certain other territories) and Akeso Bio.

We are also aware of other competitors with clinical-stage PD-1/PD-L1 agents including but not limited to AbbVie, Amgen, Arcus Biosciences, Biocad Ltd., Boehringer Ingelheim, Checkpoint Therapeutics, CStone Pharmaceuticals (EQRx has ex-China rights), CSPC ZhongQi Pharmaceutical Technology, Genor Biopharma/ Apollomics, Incyte, ImmuneOncia Therapeutics Inc., Jounce Therapeutics, Janssen Pharmaceuticals, Lee’s Pharmaceuticals, Mabspace Biosciences, Maxinovel Pharmaceuticals, Novartis, 3D Medicines, Qilu Pharmaceutical Co Ltd, Shanghai Henlius Biotech Co Ltd, Sinocelltech, Shandong New Time Pharmaceutical Co Ltd, and Taizhou Houdeaoke Technology. In addition, we are also aware of anti-PD-(L)1 monospecific agents that are preclinical in stage. We are also aware of competitors developing bispecifics targeting PD-1 or PD-L1.

We are aware of companies developing “next-generation” anti-CTLA-4 approaches, which may be competitive to our next-generation anti-CTLA-4 program (AGEN1181). For example, BMS has 3 next-generation CTLA-4 programs in the clinic: a non-fucosylated anti CTLA-4 antibody, a peptide-masked version of ipilimumab and a peptide masked version of the non-fucosylated anti CTLA-4 antibody; the peptide masked versions are designed to localize activity to the tumor and minimize systemic toxicity associated with parent drug. We are also aware of other next-generation monospecifics targeting CTLA-4 in the clinic, including those from Harbour BioMed, OncoC4, Adagene, and Xilio Therapeutics. We are also aware of companies advancing clinical stage, CTLA-4 targeting multispecifics as a next-generation approach, including, but not limited to, Macrogenics, Xencor, AstraZeneca, Akeso Biopharma, Alphamab, and Alpine Immune Sciences. We are also aware of next-generation assets targeting CTLA-4 preclinically.

We are also aware of competitors with clinical stage drug candidates against CTLA-4, GITR, OX40, LAG-3, TIM-3, CD73, TGFb, and CD137, in addition to those named earlier in this section. Additionally, AGEN1777, our TIGIT bispecific program licensed to BMS is now in clinical development; we are aware of clinical stage anti-TIGIT antibodies, including bispecifics, that could compete with this program. As outlined above, some of these include, but are not limited to AbbVie, Arcus Biosciences, Alligator Biosciences, Beigene, Compass Therapeutics, Compugen, Corvus Pharmaceuticals, CStone Pharmaaceuticals, GSK, Innovent Biologics, Inhibrx, iTeos Therapeutics, Lyvgen Biopharma, MedPacto, Merck KGaA, Mereo Biopharma, Novartis, Astellas, Seagen, Servier, Scholar Rock, and Sanofi. There is no guarantee that our antibody product candidates will be able to successfully compete with our competitors’ antibody products and product candidates.

We are aware that Merck’s PD-1 antagonist, Keytruda, has been fully approved in advanced cervical cancer. Recently, Seagen Inc. and Genmab A/S received accelerated approval for Tivdak, a drug co-developed by these companies, for use in recurrent/metastatic cervical cancer patients, including in the second line setting. We are also aware that Lee Pharmaceutical’s NDA recently accepted by the NMPA and that Akeso Bio (anti PD-1/CTLA-4 bispecific) has received approval in China from the CDE to submit its NDA in this setting. Beyond these developments, we are also aware of industry sponsored clinical trials, including exploratory studies, that are underway in this setting. Clinical stage competitors include, but are not limited to, BMS (anti-PD-1 alone or in combination with CTLA-4), Iovance Biotherapeutics (autologous TILs), Merck KgaA (anti-PD-L1/TGFb), Roche (anti-PD-L1 alone or in combination with anti-TIGIT), Nykode Therapeutics  (HPV vaccine in combination with anti-PD-L1), Biocad (anti-PD-1),

25

 


Genor Biopharma (anti-PD-1), Gloria Biosciences (Anti-PD-1), Shanghai Henlius Biotech (anti-PD-1 in combination with albumin bound paclitaxel) and Innovent Biologics (anti-PD-1 alone or in combination with anti-CTLA-4).

In addition, and prior to regulatory approval, if ever, our other product candidates may compete for access to patients with other products in clinical development, with products approved for use in the indications we are studying, or with off-label use of products in the indications we are studying. We anticipate that we will face increased competition in the future as new companies enter markets we seek to address and scientific developments surrounding immunotherapy and other traditional cancer therapies continue to accelerate.

SaponiQx is developing QS-21 Stimulon.  Several other vaccine adjuvants are in development or in use and could compete with QS-21 Stimulon for inclusion in vaccines. These adjuvants may include but are not limited to: (1) oligonucleotides, under development by Pfizer, Idera, and Dynavax, (2) MF59, under development by Novartis, (3) IC31, under development by Intercell (now part of Valneva), (4) MPL, under development by GSK, (5) Matrix-MTM, under development by Novavax, (6) AS03 and additional AS portfolio members, under development by GSK, and (7) TQL 1055, under development by Adjuvance Technologies. In the past, we have provided QS-21 Stimulon to other entities under materials transfer arrangements. In at least one instance, it is possible that this material was used without our permission to develop synthetic formulations and/or derivatives of QS-21. In addition, other companies and academic institutions are developing saponin adjuvants, including derivatives and synthetic formulations. These sources may be competitive to our ability to execute future partnering and licensing arrangements involving QS-21 Stimulon. We are also aware of other manufacturers of QS-21. The existence of products developed by these and other competitors, or other products of which we are not aware, or which other companies may develop in the future, may adversely affect the marketability of products developed or sold using QS-21 Stimulon.

Even if we obtain regulatory approval to market our product candidates, the availability and price of our competitors’ products could limit the demand and the price we are able to charge for our product candidates. We may not be able to implement our business plan if the acceptance of our product candidates is inhibited by price competition or the reluctance of physicians to switch from existing methods of treatment to our product candidates, or if physicians switch to other new drug or biologic products or choose to reserve our product candidates for use in limited circumstances.

Even if our product candidates receive marketing approval, we, or others, may subsequently discover that such product is less effective than previously believed or causes undesirable side effects that were not previously identified and our ability to market such product will be compromised.

Clinical trials of our product candidates are conducted in carefully defined subsets of patients who have agreed to enter into such clinical trials. Consequently, it is possible that our clinical trials may indicate an apparent positive effect of a product candidate that is greater than the actual positive effect, if any, or alternatively fail to identify undesirable side effects. If one or more of our product candidates receives regulatory approval, and we, or others, later discover that they are less effective than previously believed, or cause undesirable side effects, a number of potentially significant negative consequences could result, including:

 

withdrawal or limitation by regulatory authorities of approvals of such product;

 

seizure of the product by regulatory authorities;

 

recall of the product;

 

restrictions on the marketing of the product or the manufacturing process for any component thereof;

 

requirement by regulatory authorities of additional warnings on the label, such as a “black box” warning or contraindication;

 

requirement that we implement a risk evaluation and mitigation strategy or create a medication guide outlining the risks of such side effects for distribution to patients;

 

commitment to expensive additional safety studies prior to approval or post-marketing studies required by regulatory authorities of such product;

 

the product may become less competitive;

 

initiation of regulatory investigations and government enforcement actions;

 

initiation of legal action against us to hold us liable for harm caused to patients; and

 

harm to our reputation and resulting harm to physician or patient acceptance of our products.

Any of these events could prevent us from achieving or maintaining market acceptance of the particular product candidate, if approved, and could significantly harm our business, financial condition and results of operations.

 

Even if our product candidates receive marketing approval, such products may fail to achieve the degree of market acceptance by physicians, patients, third- party payors and others in the medical community necessary for commercial success.

26

 


If any of our product candidates receive marketing approval, whether as single agents or in combination with other therapies, they may nonetheless fail to gain sufficient market acceptance by physicians, patients, third-party payors and others in the medical community. For example, current approved immunotherapies, and other cancer treatments like chemotherapy and radiation therapy, are well established in the medical community, and doctors could continue to rely on these therapies. If any of our product candidates do not achieve an adequate level of acceptance, we may not generate significant product revenues and we may not become profitable. The degree of market acceptance of any future products, if approved for commercial sale, will depend on a number of factors, including:

 

efficacy and potential advantages compared to alternative treatments;

 

the ability to offer our products, if approved, for sale at competitive prices;

 

convenience and ease of administration compared to alternative treatments;

 

the willingness of the target patient population to try new therapies and of physicians to prescribe these therapies;

 

the strength of marketing and distribution support;

 

sufficient third-party coverage or reimbursement, including of combination therapies;

 

adoption of a companion diagnostic and/or complementary diagnostic; and

 

the prevalence and severity of any side effects.

 

Even if we are able to commercialize any product candidates, such products may not receive coverage or may become subject to unfavorable pricing regulations, third-party reimbursement practices or healthcare reform initiatives, all of which would harm our business.

The legislation and regulations that govern marketing approvals, pricing and reimbursement for new drug products vary widely from country to country. Some countries require approval of the sale price of a drug before it can be marketed. In many countries, the pricing review period begins after marketing or drug licensing approval is granted. In some foreign markets, prescription pharmaceutical pricing remains subject to continuing governmental control even after initial approval is granted. In the United States, approval and reimbursement decisions are not linked directly, but there is increasing scrutiny from the Congress and regulatory authorities of the pricing of pharmaceutical products. As a result, we might obtain marketing approval for a product candidate in a particular country, but then be subject to price regulations that delay our commercial launch of the product candidate, possibly for lengthy time periods, and negatively impact the revenues we are able to generate from the sale of the product candidate in that country. Adverse pricing limitations may hinder our ability to recoup our investment in one or more product candidates, even if our product candidates obtain marketing approval.

Significant uncertainty exists as to the coverage and reimbursement status of our product candidates for which we seek regulatory approval. Our ability to commercialize any drugs successfully will depend, in part, on the extent to which reimbursement for these drugs and related treatments will be available from government health administration authorities, private health insurers and other organizations. Government authorities and third-party payors, such as private health insurers and health maintenance organizations, decide which medications they will pay for and establish reimbursement levels. Obtaining and maintaining adequate reimbursement for our product candidates, if approved, may be difficult. Moreover, the process for determining whether a third-party payor will provide coverage for a product may be separate from the process for setting the price of a product or for establishing the reimbursement rate that such a payor will pay for the product. Further, one payor’s determination to provide coverage for a product does not assure that other payors will also provide coverage and reimbursement for our products, if they are approved, by third-party payors.

A primary trend in the healthcare industry in the United States and elsewhere is cost containment. Government authorities and third-party payors have attempted to control costs by limiting coverage and the amount of reimbursement for particular medications. Increasingly, third-party payors are requiring that drug companies provide them with predetermined discounts from list prices and are challenging the prices charged for medical products. Third-party payors may also seek, with respect to an approved product, additional clinical evidence that goes beyond the data required to obtain marketing approval. They may require such evidence to demonstrate clinical benefits and value in specific patient populations or they may call for costly pharmaceutical studies to justify coverage and reimbursement or the level of reimbursement relative to other therapies before covering our products. Third party payors may manage utilization by implementing a drug formulary, establishing different copays for different drugs or requiring a prescriber to obtain prior authorization from the relevant third-party payor before a drug will be covered for a particular patient. We expect to experience pricing pressures in connection with the sale of our product candidates due to the trend toward managed health care and additional legislative, administrative, or regulatory changes. The downward pressure on healthcare costs in general, particularly prescription drugs, has become intense and new products face increasing challenges in entering the market successfully. Net prices for drugs may be reduced by mandatory discounts or rebates required by government healthcare programs in exchange for coverage or private payors and by any future relaxation of laws that presently restrict imports of drugs from countries where they may be sold. Our ability to commercialize our product candidates successfully may be adversely affected by discounts or rebates that we are required to provide

27

 


in order to ensure coverage of our products and compete in the marketplace. Accordingly, we cannot be sure that reimbursement will be available for any drug that we commercialize and, if reimbursement is available, we cannot be sure as to the level of reimbursement and whether it will be adequate. Coverage and reimbursement may impact the demand for, or the price of, any product candidate for which we obtain marketing approval. If reimbursement is not available or is available only at limited levels, we may not be able to successfully commercialize any product candidate for which we obtain marketing approval.

There may be significant delays in obtaining reimbursement for newly-approved drugs, and coverage may be more limited than the indications for which the drug is approved by the FDA or comparable regulatory authorities outside of the United States. Moreover, eligibility for reimbursement does not imply that any drug will be paid for in all cases or at a rate that covers our costs, including research, development, manufacture, sale and distribution. Interim reimbursement levels for new drugs, if applicable, may also not be sufficient to cover our costs and may not be made permanent. Reimbursement rates may vary according to the use of the drug and the clinical setting in which it is used, may be based on reimbursement levels already set for lower cost drugs and may be incorporated into existing payments for other services. Net prices for drugs may be reduced by mandatory discounts or rebates required by government healthcare programs or private payors and by any future relaxation of laws that presently restrict imports of drugs from countries where they may be sold at lower prices than in the United States. Third-party payors often rely upon Medicare coverage policy and payment limitations in setting their own reimbursement policies. Our inability to promptly obtain coverage and profitable payment rates from both government-funded and private payors for any approved drugs that we develop could have a material adverse effect on our operating results, our ability to raise capital needed to commercialize drugs and our overall financial condition.

 

The market opportunities for our product candidates may be limited to those patients who are ineligible for or have failed prior treatments and may be small, and our estimates of the prevalence of our target patient populations may be inaccurate.

Cancer and autoimmune therapies are sometimes characterized as first-line, second-line, third-line and even fourth-line, and the FDA often approves new therapies initially only for last-line use. Initial approvals for new cancer and autoimmune therapies are often restricted to later lines of therapy, and in the case of cancer specifically, for patients with advanced or metastatic disease.

Our projections of both the number of people who have the diseases we are targeting, as well as the subset of people with these diseases in a position to receive our therapies, if approved, are based on our beliefs and estimates. These estimates have been derived from a variety of sources, including scientific literature, input from key opinion leaders, patient foundations, or secondary market research databases, and may prove to be incorrect. Further, new studies may change the estimated incidence or prevalence of these diseases. The number of patients may turn out to be lower than expected. Additionally, the potentially addressable patient population for our product candidates may be limited or may not be amenable to treatment with our product candidates. For instance, we expect our product candidates targeting cervical cancer to target the smaller patient populations that suffer from the respective diseases we seek to treat. Furthermore, regulators and payors may further narrow the therapy-accessible treatment population. Even if we obtain significant market share for our product candidates, because certain of the potential target populations are small, we may never achieve profitability without obtaining regulatory approval for additional indications.

 

We are currently building marketing, sales and commercial compliance functions, and as a company, we have no experience in marketing, selling and distributing products or performing commercial compliance. If we are unable to establish such capabilities or enter into agreements with third parties to perform such functions, we may not be able to generate product revenue.

We currently have a small number of employees that are tasked with building our marketing, sales and commercial compliance functions, and we currently have limited sales, marketing, distribution or commercial compliance capabilities and have no experience as a company performing such tasks. Developing an in-house marketing team, sales force and commercial compliance function will require significant capital expenditures, management resources and time and may ultimately prove to be unsuccessful. In the event we develop and deploy these capabilities, we will have to compete with other pharmaceutical and biotechnology companies to recruit, hire, train and retain personnel qualified to perform these tasks. If we fail to market and sell our approved products in compliance with applicable laws and regulations, we may be subject to fines or other penalties.

In addition to establishing internal sales, marketing and distribution capabilities, we may pursue collaborative arrangements regarding the sales and marketing of our products, however, there can be no assurance that we will be able to establish or maintain such collaborative arrangements, or if we are able to do so, that they will have effective sales forces. Any revenue we receive will depend upon the efforts of such third parties, which may not be successful. We may have little or no control over the marketing and sales efforts of such third parties and our revenue from product sales may be lower than if we had commercialized our product candidates ourselves. We also face competition in our search for third parties to assist us with the sales and marketing efforts of our product candidates.

28

 


There can be no assurance that we will be able to develop in-house sales and distribution capabilities or establish or maintain relationships with third-party collaborators to commercialize any product in the United States or overseas.

 

Risks Related to Manufacturing and Supply

 

Our product candidates are uniquely manufactured. If we or any of our third-party manufacturers encounter difficulties in manufacturing our product candidates, our ability to provide supply of our product candidates for clinical trials or our products for patients, if approved, could be delayed or stopped, or we may be unable to maintain a commercially viable cost structure.

The manufacturing process used to produce certain of our product candidates is complex and novel and has not yet been validated for commercial production. As a result of these complexities, the cost to manufacture certain of our product candidates is potentially higher than traditional antibodies and the manufacturing process is less reliable and is more difficult to reproduce. Furthermore, our manufacturing process for certain of our product candidates has not been scaled up to commercial production. The actual cost to manufacture and process certain of our product candidates could be greater than we expect and could materially and adversely affect the commercial viability of such product candidates.

Our manufacturing process may be susceptible to logistical issues associated with the collection of materials sourced from various suppliers as well as shipment of the final product to clinical centers, manufacturing issues associated with interruptions in the manufacturing process, contamination, equipment or reagent failure, improper installation or operation of equipment, vendor or operator error, inconsistency in production batches, and variability in product characteristics. Even minor deviations from normal manufacturing processes could result in reduced production yields, lot failures, product defects, product recalls, product liability claims and other supply disruptions. If microbial, viral, or other contaminations are discovered in our product candidates or in our manufacturing facilities in which our product candidates are made, production at such manufacturing facilities may be interrupted for an extended period of time to investigate and remedy the contamination. Further, as we transition from late-stage clinical trials toward approval and commercialization, it is common that various aspects of the development program, such as manufacturing methods, are altered along the way in an effort to optimize processes and results. Such changes carry the risk that they will not achieve these intended objectives, and any of these changes could cause our product candidates to perform differently and affect the results of planned clinical trials or other future clinical trials.

Although we continue to optimize our manufacturing process for our antibody product candidates, doing so is a difficult and uncertain task, and there are risks associated with scaling to the level required for commercialization, including, among others, cost overruns, potential problems with process scale-up, process reproducibility, stability issues, lot consistency, and timely availability of reagents and/or raw materials. We ultimately may not be successful in transferring our in-house clinical scale production system to any commercial scale manufacturing facilities that we establish ourselves or establish at a contract manufacturing organization (“CMO”). If we are unable to adequately validate or scale-up the manufacturing process for our product candidates with our contracted CMO, we will need to transfer to another manufacturer and complete the manufacturing validation process, which can be lengthy. If we are able to adequately validate and scale-up the manufacturing process for our product candidates with a contract manufacturer, we will still need to negotiate with such contract manufacturer an agreement for commercial supply and it is not certain we will be able to come to agreement on terms acceptable to us for all product candidates. As a result, we may ultimately be unable to reduce the cost of goods for our product candidates to levels that will allow for an attractive return on investment if and when those product candidates are commercialized.

In November 2020, we announced a new long-term lease in Emeryville, CA for cGMP manufacturing space, which we intend to use for certain of our own commercial manufacturing requirements and are in the process of building out. We have never built, owned or operated a commercial manufacturing building, and there is no guarantee that we will be successful doing so.

The manufacturing process for any products that we may develop is subject to the FDA and foreign regulatory authority approval process. If we or our CMOs are unable to reliably produce products to specifications acceptable to the FDA or other regulatory authorities, we may not obtain or maintain the approvals we need to commercialize such products. Even if we obtain regulatory approval for any of our product candidates, there is no assurance that either we or our CMOs will be able to manufacture the approved product to specifications acceptable to the FDA or other regulatory authorities, to produce it in sufficient quantities to meet the requirements for the potential launch of the product, or to meet potential future demand. Any of these challenges could delay completion of clinical trials, require bridging clinical trials or the repetition of one or more clinical trials, increase clinical trial costs, delay approval of our product candidates, impair commercialization efforts, increase our cost of goods, and have an adverse effect on our business, financial condition, results of operations and growth prospects. Our future success depends on our ability to manufacture our products on a timely basis with acceptable manufacturing costs, while at the same time maintaining good quality control and complying with applicable regulatory requirements, and an inability to do so could have a material adverse effect on our business, financial condition, and results of operations. In addition, we could incur higher manufacturing costs if manufacturing processes or standards change, and we could need to replace, modify, design, or build and install equipment, all of which would require additional

29

 


capital expenditures. Specifically, because our product candidates may have a higher cost of goods than conventional therapies, the risk that coverage and reimbursement rates may be inadequate for us to achieve profitability may be greater.

We own and operate our own clinical scale manufacturing facility and infrastructure in addition to or in lieu of relying on CMOs for the manufacture of clinical supplies of our product candidates. This is costly and time-consuming.

We own and operate the manufacturing pilot plant that supplies our antibody drug substance requirements for clinical proof-of-concept studies.

Any performance failure on the part of our existing facility could delay clinical development or marketing approval of our antibody programs.

We own and operate the cGMP manufacturing pilot plant originally used to manufacture our autologous and allogeneic vaccines in Lexington, MA. Manufacturing of autologous or allogeneic vaccines is complex, and various factors could cause delays or an inability to supply the vaccine.

We have given our corporate QS-21 Stimulon licensee, GSK, manufacturing rights for QS-21 Stimulon for use in their product programs. We have retained the right to manufacture QS-21 for ourselves and third parties, although no other such programs are anticipated to bring us substantial revenues in the near future, if ever. Although we have the right to secure certain quantities of QS-21 from GSK and we have some internal supply in-house, we currently do not have an alternative long-term supply partner for this adjuvant. In January 2019, we announced that the Bill & Melinda Gates Foundation awarded us a grant to develop an alternative, plant cell culture-based manufacturing process with the goal of ensuring the continuous future supply of QS-21 Stimulon adjuvant. While we are pursuing this in partnership with Phyton Biotech and Ginkgo Bioworks, there is no guarantee that we will be successful in these development efforts.

We also may encounter problems hiring and retaining the experienced scientific, quality-control and manufacturing personnel needed to operate our manufacturing processes, which could result in delays in production or difficulties in maintaining compliance with applicable regulatory requirements.

Any problems in our manufacturing process or facilities, or that of our licensees and suppliers, could make us a less attractive collaborator for potential partners, including larger pharmaceutical companies and academic research institutions, which could limit our access to additional attractive development programs.

The FDA, the EMA and other foreign regulatory authorities may require us to submit samples of any lot of any approved product together with the protocols showing the results of applicable tests at any time. Under some circumstances, the FDA, the EMA or other foreign regulatory authorities may require that we not distribute a lot until the relevant agency authorizes its release. Slight deviations in the manufacturing process, including those affecting quality attributes and stability, may result in unacceptable changes in the product that could result in lot failures or product recalls. Lot failures or product recalls could cause us to delay product launches or clinical trials, which could be costly to us and otherwise harm our business, financial condition, results of operations and prospects. Problems in our manufacturing process could restrict our ability to meet market demand for our products.

We are dependent on suppliers for some of our components and materials used to manufacture our product candidates.

We currently depend on suppliers for some of the components necessary for our product candidates. We cannot be sure that these suppliers will remain in business, that they will be able to meet our supply needs, or that they will not be purchased by one of our competitors or another company that is not interested in continuing to produce these materials for our intended purpose. There are, in general, relatively few alternative sources of supply for these components. These suppliers may be unable or unwilling to meet our future demands for our clinical trials or commercial sale. Establishing additional or replacement suppliers for these components could take a substantial amount of time and it may be difficult to establish replacement suppliers who meet regulatory requirements. Any disruption in supply from a supplier or manufacturing location could lead to supply delays or interruptions which would damage our business, financial condition, results of operations and prospects. If we are able to find a replacement supplier, the replacement supplier would need to be qualified and may require additional regulatory authority approval, which could result in further delay. While we seek to maintain adequate inventory of the materials used to manufacture our products, any interruption or delay in the supply of materials, or our inability to obtain materials from alternate sources at acceptable prices in a timely manner, could impair our ability to meet the demand of our customers and cause them to cancel orders. In addition, as part of the FDA’s approval of our product candidates, we will also require FDA approval of the individual components of our process, which include the manufacturing processes and facilities of our suppliers. Our reliance on these suppliers subjects us to a number of risks that could harm our business, and financial condition, including, among other things: interruption of product candidate or commercial supply resulting from modifications to or discontinuation of a supplier’s operations; delays in product shipments resulting from uncorrected defects,

30

 


reliability issues, or a supplier’s variation in a component; a lack of long-term supply arrangements for key components with our suppliers; inability to obtain adequate supply in a timely manner, or to obtain adequate supply on commercially reasonable terms; difficulty and cost associated with locating and qualifying alternative suppliers for our components and precursor cells in a timely manner; production delays related to the evaluation and testing of products from alternative suppliers, and corresponding regulatory qualifications; delay in delivery due to our suppliers prioritizing other customer orders over ours; and fluctuation in delivery by our suppliers due to changes in demand from us or their other customers. If any of these risks materialize, our manufacturing costs could significantly increase and our ability to meet clinical and commercial demand for our products could be impacted.

We rely on third parties for the manufacture of clinical supplies of certain of our product candidates and expect to rely on third parties for commercial supplies of any approved product candidates. This reliance on third parties increases the risk that we will not have sufficient quantities of our drug candidates or drugs or such quantities at an acceptable cost, which could delay, prevent or impair our development or commercialization efforts.

We expect to rely on third-party manufacturers for the manufacture of commercial supplies of our drug candidates. At present, we do not have long-term supply agreements with all of the vendors needed to produce our product candidates for commercial sale and we may be unable to establish such agreements with third-party manufacturers or do so on acceptable terms.

The agreements that we do have in place with our third-party manufacturers obligate us to make significant non-refundable deposits to reserve manufacturing slots prior to the receipt of marketing approval for our product candidates. Additionally, if our product candidates are approved, we will be required to make minimum purchases and will have limited ability to purchase product in excess of our forecasted needs. As a result, if product sales fall below our minimum purchase obligations, we will be obligated to purchase more product than we can successfully sell, and if product demand exceeds the amount that we can purchase from our manufacturers, we will have to forgo some product sales. Either of these events may materially harm our financial prospects. Finally, reliance on third-party manufacturers entails additional risks, including:

 

reliance on the third party for regulatory compliance and quality assurance;

 

the possible breach of the manufacturing agreement by the third party;

 

the possible failure of the third party to manufacture our drug candidate according to our schedule, or at all, including if the third-party manufacturer gives greater priority to the supply of other drugs over our drug candidates, or otherwise does not satisfactorily perform according to the terms of the manufacturing agreement;

 

equipment malfunctions, power outages, natural or man-made calamities or other general disruptions experienced by our third-party manufacturers to their respective operations and other general problems with a multi-step manufacturing process;

 

the possible misappropriation or disclosure by the third party or others of our proprietary information, including our trade secrets and know-how; and

 

the possible termination or nonrenewal of the agreement by the third party at a time that is costly or inconvenient for us.

The agreements that we have in place with our third-party suppliers and manufacturers significantly limit the liability of such suppliers and manufacturers for failing to supply or manufacture, as applicable, our product candidates pursuant to the terms of our agreements, or as required by applicable regulation or law. As a result, if we suffer losses due to our suppliers or manufacturers failure to perform, we will have limited remedies available against such suppliers and manufacturers and are unlikely to be able to recover such losses from them.

Third-party manufacturers may not be able to comply with cGMP regulations or similar regulatory requirements outside of the United States. Facilities used by our third-party manufacturers must be inspected by the FDA before potential approval of the drug candidate. Similar regulations apply to manufacturers of our drug candidates for use or sale in foreign countries. We will not control the manufacturing process and will be completely dependent on our third-party manufacturers for compliance with the applicable regulatory requirements for the manufacture of our drug candidates. If our manufacturers cannot successfully manufacture material that conforms to the strict regulatory requirements of the FDA and any applicable foreign regulatory authority, they will not be able to secure the applicable approval for their manufacturing facilities. If these facilities are not approved for commercial manufacture, we may need to find alternative manufacturing facilities, which could result in delays in obtaining approval for the applicable drug candidate as alternative qualified manufacturing facilities may not be available on a timely basis or at all. In addition, our manufacturers are subject to ongoing periodic unannounced inspections by the FDA and corresponding state and foreign agencies for compliance with cGMPs and similar regulatory requirements. Failure by any of our manufacturers to comply with applicable cGMPs or other regulatory requirements could result in sanctions being imposed on us or the contract manufacturer, including fines, injunctions, civil penalties, delays, suspensions or withdrawals of approvals, operating restrictions, interruptions in supply and criminal prosecutions, any of which could significantly and adversely affect supplies of our drug candidates and have a material adverse impact on our business, financial condition and results of operations. Any drugs that we may develop may compete with other

31

 


drug candidates and drugs for access to manufacturing facilities. There are a limited number of manufacturers that operate under cGMP regulations and that might be capable of manufacturing for us.

Our anticipated future dependence upon others for the commercial manufacture of our drug candidates or drugs may adversely affect our future profit margins and our ability to commercialize any drugs that receive marketing approval on a timely and competitive basis.

 

Risks Related to Our Reliance on Third Parties

 

We are dependent upon our collaborations with BMS, Gilead, Incyte and Betta Pharmaceuticals Co., Ltd. (“Betta Pharmaceuticals”) to further develop and commercialize certain of our antibody programs. If we or BMS, Gilead, Incyte or Betta Pharmaceuticals fail to perform as expected, the potential for us to generate future revenues under such collaborations could be significantly reduced, the development and/or commercialization of these antibodies may be terminated or substantially delayed, and our business could be adversely affected.

In May 2021, we entered into a License, Development and Commercialization Agreement with BMS to collaborate on the development and commercialization of our anti-TIGIT bispecific antibody program AGEN1777. Pursuant to the license agreement, we received a non-refundable upfront cash payment of $200.0 million and are eligible to receive up to $1.36 billion in aggregate development, regulatory and commercial milestone payments plus the tiered royalties. Additionally, we hold the option to co-fund a minority of the global development costs of products containing AGEN1777 or its derivatives, in exchange for increased tiered royalties on U.S. net sales of co-funded products. There can be no assurance that any of the development, regulatory or sales milestones will be achieved, or that we will receive any future milestone or royalty payments under the license agreement. BMS’s activities will be influenced by, among other things, the efforts and allocation of resources by BMS, which we cannot control. If BMS does not perform in the manner we expect or fulfill its responsibilities in a timely manner, or at all, the clinical development, manufacturing, regulatory approval, and commercialization efforts related to the licensed antibodies could be delayed or terminated.

In addition, our license with BMS may be unsuccessful due to other factors, including, without limitation, the following:

 

BMS may terminate the agreement or any individual program for convenience upon 180 days’ notice;

 

BMS may change the focus of its development and commercialization efforts or prioritize other programs more highly and, accordingly, reduce the efforts and resources allocated to our licensed antibodies; and

 

BMS may choose not to develop and commercialize antibody products, if any, in all relevant markets or for one or more indications, if at all.

In December 2018, we entered into a series of agreements with Gilead to collaborate on the development and commercialization of up to five novel I-O therapies. Pursuant to the collaboration agreements, Gilead received (i) worldwide exclusive rights to AGEN1423, a bispecific antibody, (ii) the exclusive option to license exclusively AGEN1223, a bispecific antibody, and AGEN2373, a monospecific antibody, and (iii) the right of first negotiation for two additional, undisclosed programs. Gilead had the exclusive right to develop and commercialize AGEN1423, and we were eligible to receive potential development and commercial milestones of up to $552.5 million in the aggregate. In November 2020, Gilead elected to return AGEN1423 to us and voluntarily terminated the license agreement effective as of February 4, 2021. In October of 2021, Gilead elected to terminate the option to license AGEN1223. The option agreement for AGEN2373 remains in place, and we are responsible for developing the program up to the option decision point, at which time Gilead may acquire exclusive rights to each program on option exercise. During the option period, we are eligible to receive milestones of up to $10.0 million in the aggregate. If Gilead exercises an option for AGEN2373, it would be required to pay an upfront option exercise fee of $50.0 million. Following any option exercise, we would be eligible to receive additional development and commercial milestones of up to $520.0 million in the aggregate, as well as tiered royalty payments on aggregate net sales ranging from the high single digit to mid-teen percent, subject to certain reductions under certain circumstances. We will have the right to opt-in to share Gilead’s development and commercialization costs in the United States for AGEN2373 in exchange for a profit (loss) share on a 50:50 basis and revised milestone payments. There is no guarantee that we will be able to successfully advance the AGEN2373 option program to the option decision point, and, even if we do, there is no guarantee that Gilead will exercise its option. If Gilead does pursue a licensed or optioned program, there is no guarantee that we will be able to advance any such program ourselves or with another partner.

In February 2017, we amended the terms of our collaboration agreement with Incyte to, among other things, convert the GITR and OX40 programs from profit-share programs, where we and Incyte shared all costs and profits on a 50:50 basis, to royalty-bearing programs, where Incyte funds 100% of the costs and we are eligible for potential milestones and royalties. In addition, the profit-share programs relating to TIGIT and one undisclosed target were removed from the collaboration, with TIGIT reverting to Agenus and the undisclosed target reverting to Incyte, each with a potential 15% royalty to the other party on any global net sales. The remaining three royalty-bearing programs in the collaboration targeting TIM-3, LAG-3 and one undisclosed target remain unchanged, and there are no

32

 


more profit-share programs under the collaboration. For each program in the collaboration, Incyte has exclusive rights and all decision-making authority for manufacturing, clinical development and commercialization. Accordingly, the timely and successful completion by Incyte of clinical development and commercialization activities will significantly affect the timing and amount of any royalties or milestones we may receive under the collaboration agreement. In addition, in March 2017 we transferred manufacturing responsibilities to Incyte for antibodies under that collaboration. Any delays or weaknesses in the ability of Incyte to successfully manufacture could have an adverse impact on those programs. Incyte’s activities will be influenced by, among other things, the efforts and allocation of resources by Incyte, which we cannot control. If Incyte does not perform in the manner we expect or fulfill its responsibilities in a timely manner, or at all, the clinical development, manufacturing, regulatory approval, and commercialization efforts related to antibodies under the collaboration could be delayed or terminated. There can be no assurance that any of the development, regulatory or sales milestones will be achieved, or that we will receive any future milestone or royalty payments under the collaboration agreement. In September 2018, we sold to XOMA a portion of the royalties and milestones we are entitled to receive from Incyte.

In addition, our collaboration with Incyte may be unsuccessful due to other factors, including, without limitation, the following:

 

Incyte may terminate the agreement or any individual program for convenience upon 12 months’ notice;

 

Incyte has control over the development of assets in the collaboration;

 

Incyte may change the focus of its development and commercialization efforts or prioritize other programs more highly and, accordingly, reduce the efforts and resources allocated to our collaboration;

 

Incyte may choose not to develop and commercialize antibody products, if any, in all relevant markets or for one or more indications, if at all; and

 

If Incyte is acquired during the term of our collaboration, the acquirer may have competing programs or different strategic priorities that could cause it to reduce its commitment to our collaboration.

If Incyte terminates our collaboration agreement, we may need to raise additional capital and may need to identify and come to agreement with another collaboration partner to advance certain of our antibody programs. Even if we are able to find another partner, this effort could cause delays in our timelines and/or additional expenses, which could adversely affect our business prospects and the future of our antibody product candidates under the collaboration.

In June 2020, we entered into a license and collaboration agreement with Betta Pharmaceuticals to collaborate on the development and commercialization of balstilimab and zalifrelimab in greater China. Pursuant to the license and collaboration agreement, Betta Pharmaceuticals received an exclusive license to develop, manufacture and commercialize zalifrelimab and balstilimab in all fields (other than intravesical delivery) in greater China. Under the agreement, Betta Pharmaceuticals is responsible for all of the development, regulatory approval, manufacturing and commercialization costs in greater China. As part of the collaboration, Betta Pharma made an upfront cash payment of $15.0 million and agreed to make up to $100.0 million in aggregate milestone payments plus tiered royalties on net sales of zalifrelimab and balstilimab. Royalties range from mid-single digit to low-twenties percent, subject to certain reductions under certain circumstances. Accordingly, the timely and successful completion by Betta Pharmaceuticals of development, regulatory approval, manufacturing and commercialization activities will significantly affect the timing and amount of any milestones or royalties we may receive from Betta Pharmaceuticals. Betta Pharmaceuticals’ activities will be influenced by, among other things, the efforts and allocation of resources by Betta Pharmaceuticals, which we cannot control.

In addition, our collaboration with Betta Pharmaceuticals may be unsuccessful due to other factors, including, without limitation, that Betta Pharmaceuticals:

 

may terminate any of the license and collaboration agreement for convenience upon 90 days’ notice;

 

has control over the development, regulatory approval, manufacturing and commercialization of balstilimab and zalifrelimab in greater China;

 

may change the focus of its business efforts or prioritize other programs more highly and, accordingly, reduce the efforts and resources allocated to balstilimab and zalifrelimab; and

 

may choose not to develop and commercialize balstilimab and zalifrelimab in all markets within greater China or for one or more indications, if at all.

Additionally, the US-China relationship has deteriorated in recent years and, further deterioration may impact the ability of Agenus and Betta Pharmaceuticals to successfully collaborate.

Failure to enter into and/or maintain additional significant licensing, distribution and/or collaboration agreements in a timely manner and on favorable terms to us may hinder or cause us to cease our efforts to develop and commercialize our product candidates, increase our development timelines, and/or increase our need to rely on partnering or financing mechanisms, such as

33

 


sales of debt or equity securities, to fund our operations and continue our current and anticipated programs. Even if we enter into and maintain such agreements, they may not prove successful, and/or we may not receive significant payments from agreements.

Part of our strategy is to develop and commercialize many of our product candidates by continuing or entering into arrangements with academic, government, or corporate collaborators and licensees. Our success depends on our ability to negotiate such agreements on favorable terms and on the success of the other parties in performing research, pre-clinical and clinical testing, completing regulatory applications, and commercializing product candidates. Our research, development, and commercialization efforts with respect to antibody candidates from our technology platforms are, in part, contingent upon the participation of institutional and corporate collaborators. For example, in February 2015, we began a broad collaboration with Incyte to pursue the discovery and development of antibodies, in December 2018 we entered into a partnership with Gilead relating to five of our antibody programs and in May 2021 we entered into a license agreement with BMS relating to our anti-TIGIT bispecific antibody program. Furthermore, we have a collaboration arrangement with Recepta for balstilimab and zalifrelimab, giving Recepta rights to certain South American countries and requiring us to agree upon development plans for these product candidates. Disagreements or the failure of either party to perform satisfactorily could have an adverse impact on these programs.

The Brain Tumor Trials Collaborative, through the NCI, is sponsoring a Phase 2 clinical trial of our Prophage vaccine candidate in combination with Merck’s pembrolizumab in patients with glioma. When our licensees or third-party collaborators sponsor clinical trials using our product candidates, we cannot control the timing of enrollment, data readout, or quality of such trials or related activities.

Our ability to advance our antibody programs depends in part on such collaborations. In addition, from time to time we engage in efforts to enter into licensing, distribution and/or collaboration agreements with one or more pharmaceutical or biotechnology companies to assist us with development and/or commercialization of our other product candidates. Any licensing, distribution and/or collaborations agreements, we enter into, including those with BMS, Gilead and Incyte, may pose a number of risks, including the following:

 

collaborators have significant discretion in determining the efforts and resources that they will apply;

 

collaborators may not perform their obligations as expected;

 

collaborators may not pursue development and commercialization of any product candidates that achieve regulatory approval or may elect not to continue or renew development or commercialization programs or license arrangements based on clinical trial results, changes in the collaborators’ strategic focus or available funding, or external factors, such as a strategic transaction that may divert resources or create competing priorities;

 

collaborators may delay clinical trials, provide insufficient funding for a clinical trial program, stop a clinical trial or abandon a product candidate, repeat or conduct new clinical trials or require a new formulation of a product candidate for clinical testing;

 

collaborators could independently develop, or develop with third parties, products that compete directly or indirectly with our products and product candidates if the collaborators believe that the competitive products are more likely to be successfully developed or can be commercialized under terms that are more economically attractive than ours;

 

product candidates discovered in collaboration with us may be viewed by our collaborators as competitive with their own product candidates or products, which may cause collaborators to cease to devote resources to the commercialization of our product candidates;

 

collaborators may fail to comply with applicable regulatory requirements regarding the development, manufacture, distribution or marketing of a product candidate or product;

 

collaborators with marketing and distribution rights to one or more of our product candidates that achieve regulatory approval may not commit sufficient resources to the marketing and distribution of such product or products;

 

disagreements with collaborators, including disagreements over proprietary rights, contract interpretation or the preferred course of development, might cause delays or terminations of the research, development or commercialization of product candidates, might lead to additional responsibilities for us with respect to product candidates, or might result in litigation or arbitration, any of which would be time-consuming and expensive;

 

collaborators may not properly maintain or defend our intellectual property rights or may use our proprietary information in such a way as to invite litigation that could jeopardize or invalidate our intellectual property or proprietary information or expose us to potential litigation;

 

collaborators may infringe the intellectual property rights of third parties, which may expose us to litigation and potential liability;

 

if a collaborator of ours is involved in a business combination, the collaborator might deemphasize or terminate the development or commercialization of any product candidate licensed to it by us; and

 

collaborations may be terminated by the collaborator, and, if terminated, we could be required to raise additional capital to pursue further development or commercialization of the applicable product candidates.

34

 


 

If our current or future collaborations do not result in the successful discovery, development and commercialization of products or if one of our collaborators terminates its agreement with us, we may not receive any future research funding or milestone or royalty payments under the collaboration. If we do not receive the funding we expect under these agreements, our development of our technology and product candidates could be delayed and we may need additional resources to develop product candidates and our technology. All of the risks relating to product development, regulatory approval and commercialization described herein also apply to the activities of our therapeutic collaborators.

On January 24, 2022, Agenus filed a lawsuit against Recepta Biopharma, S.A. alleging that Recepta breached the terms of the companies’ 2016 collaboration agreement concerning development plans and marketing rights for balstilimab and zalifrelimab in South America. It is too early to predict the outcome of the lawsuit at this time.  

Additionally, if one of our collaborators, such as BMS, Incyte or Recepta, terminates its agreement with us, we may find it more difficult to attract new collaborators and our perception in the business and financial communities could be adversely affected.  

Collaborations are complex and time-consuming to negotiate and document. In addition, there have been a significant number of recent business combinations among large pharmaceutical companies that have resulted in a reduced number of potential future collaborators. We face significant competition in seeking appropriate collaborators. Our ability to reach a definitive agreement for a collaboration will depend, among other things, upon our assessment of the collaborator’s resources and expertise, the terms and conditions of the proposed collaboration and the proposed collaborator’s evaluation of a number of factors.

If we are unable to reach agreements with suitable collaborators on a timely basis, on acceptable terms, or at all, we may have to curtail the development of a product candidate, reduce or delay its development program or one or more of our other development programs, delay its potential commercialization or reduce the scope of any sales or marketing activities, or increase our expenditures and undertake development or commercialization activities at our own expense. If we elect to increase our expenditures to fund development or commercialization activities on our own, we may need to obtain additional expertise and additional capital, which may not be available to us on acceptable terms, or at all. If we fail to enter into collaborations or do not have sufficient funds or expertise to undertake the necessary development and commercialization activities, we may not be able to further develop our product candidates, bring them to market and generate revenue from sales of drugs or continue to develop our technology, and our business may be materially and adversely affected.

 

We rely on third parties to conduct our clinical trials. If these third parties do not successfully carry out their contractual duties or meet expected deadlines or comply with regulatory requirements, we may not be able to obtain regulatory approval of or commercialize any potential product candidates.

We depend upon third parties, including independent investigators, to conduct our clinical trials under agreements with universities, medical institutions, CROs, strategic partners and others. Such reliance obligates us to negotiate budgets and contracts with CROs and trial sites, which may result in delays to our development timelines and increased costs.

We rely heavily on third parties over the course of our clinical trials, and, as a result, have limited control over the clinical investigators and limited visibility into their day-to-day activities, including with respect to their compliance with the approved clinical protocol. Nevertheless, we are responsible for ensuring that each of our trials is conducted in accordance with the applicable protocol, legal and regulatory requirements and scientific standards, and our reliance on third parties does not relieve us of our regulatory responsibilities. We and these third parties are required to comply with GCP requirements, which are regulations and guidelines enforced by the FDA and comparable foreign regulatory authorities for product candidates in clinical development. Regulatory authorities enforce these GCP requirements through periodic inspections of trial sponsors, clinical investigators and trial sites. If we or any of these third parties fail to comply with applicable GCP requirements, the clinical data generated in our clinical trials may be deemed unreliable and the FDA or comparable foreign regulatory authorities may require us to suspend or terminate these trials or perform additional nonclinical studies or clinical trials before approving our marketing applications. We cannot be certain that, upon inspection, such regulatory authorities will determine that any of our clinical trials comply with the GCP requirements. In addition, our clinical trials must be conducted with biologic product produced under cGMP requirements and may require a large number of patients.

Our failure or any failure by these third parties to comply with these regulations or to recruit a sufficient number of patients may require us to repeat clinical trials, which would delay the regulatory approval process. Moreover, our business may be implicated if any of these third parties violates federal or state fraud and abuse or false claims laws and regulations or healthcare privacy and security laws.

35

 


The persons engaged by third parties conducting our clinical trials are not our employees and, except for remedies that may be available to us under our agreements with such third parties, we cannot control whether or not such persons devote sufficient time and resources to our ongoing pre-clinical and clinical programs. These third parties may also have relationships with other commercial entities, including our competitors, for whom they may also be conducting clinical trials or other product development activities, which could affect their performance on our behalf. If these third parties do not successfully carry out their contractual duties or obligations or meet expected deadlines, if they need to be replaced or if the quality or accuracy of the clinical data they obtain is compromised due to the failure to adhere to our clinical protocols or regulatory requirements or for other reasons, our clinical trials may be extended, delayed or terminated and we may not be able to complete development of, obtain regulatory approval of or successfully commercialize our product candidates. As a result, our financial results and the commercial prospects for our product candidates would be harmed, our costs could increase and our ability to generate revenue could be delayed.

If any of our relationships with these third-party CROs or others terminate, we may not be able to enter into arrangements with alternative CROs or other third parties or to do so on commercially reasonable terms. Switching or adding additional CROs involves additional cost and requires management time and focus. In addition, there is a natural transition period when a new CRO begins work. As a result, delays may occur, which can materially impact our ability to meet our desired clinical development timelines. Though we carefully manage our relationships with our CROs, there can be no assurance that we will not encounter similar challenges or delays in the future or that these delays or challenges will not have a material adverse impact on our business, financial condition and prospects.

 

Risks Related to Government Regulations

 

The regulatory approval process for our product candidates in the United States, European Union and other jurisdictions is currently uncertain and will be lengthy, time-consuming and inherently unpredictable and we may experience significant delays in the clinical development and regulatory approval, if any, of our product candidates.

The research, testing, manufacturing, labeling, approval, selling, import, export, marketing and distribution of drug products, including biologics, are subject to extensive regulation by the FDA in the United States and regulatory authorities in states and other countries. We are not permitted to market any biological product in the United States for commercial use until we receive a biologics license from the FDA. We have not submitted a BLA for any product candidate that was approved by the FDA. Even after submission of our BLA, we expect the novel nature of our product candidates to create further challenges in obtaining regulatory approval. Accordingly, the regulatory approval pathway for our product candidates may be uncertain, complex, expensive and lengthy, and we may never obtain regulatory approval for our product candidates.

The FDA may also require a panel of experts, referred to as an Advisory Committee, to deliberate on the adequacy of the safety and efficacy data to support approval. The opinion of the Advisory Committee, although not binding, may have a significant impact on our ability to obtain approval of any product candidates that we develop based on the completed clinical trials.

 

The FDA may disagree with our regulatory plan and we may fail to obtain regulatory approval of our product candidates.

Although the regulatory framework for approving immunotherapy products is evolving, the general approach for FDA approval of a new biologic or drug has historically been to provide dispositive data from two well-controlled, Phase 3 clinical trials of the relevant biologic or drug in the relevant patient population. Phase 3 clinical trials typically involve hundreds of patients, have significant costs and take years to complete. We intend to utilize an accelerated approval approach for our product candidates given the limited alternatives for cancer treatments, but the FDA may not agree with our plans.

In addition, our clinical trial results may also not support approval of our product candidates. Our product candidates could fail to receive regulatory approval for many reasons, including the following:

 

the FDA or comparable foreign regulatory authorities may disagree with the design or implementation of our clinical trials;

 

we may be unable to demonstrate to the satisfaction of the FDA or comparable foreign regulatory authorities that our product candidates are safe and effective for any of their proposed indications;

 

the results of clinical trials may not meet the level of statistical significance required by the FDA or comparable foreign regulatory authorities for approval;

 

we may be unable to demonstrate that our product candidates’ clinical and other benefits outweigh their safety risks;

 

the FDA or comparable foreign regulatory authorities may disagree with our interpretation of data from nonclinical studies or clinical trials;

36

 


 

 

the data collected from clinical trials of our product candidates may be deemed by the FDA or comparable foreign regulatory authorities to be insufficient to support the submission of a BLA or other comparable submission in foreign jurisdictions or to obtain regulatory approval in the United States or elsewhere;

 

the FDA or comparable foreign regulatory authorities may fail to approve or find deficiencies with the manufacturing processes and controls or facilities of third-party manufacturers with which we contract for clinical and commercial supplies or any facilities that we may own in the future; and

 

the approval policies or regulations of the FDA or comparable foreign regulatory authorities may significantly change in a manner that could render our clinical data insufficient for approval.

 

The FDA, the EMA and other regulatory authorities may implement additional regulations or restrictions on the development and commercialization of our product candidates, which may be difficult to predict.

The FDA, the EMA and regulatory authorities in other countries have each expressed interest in further regulating biotechnology products, such as antibodies, vaccines, adjuvants and adoptive cell therapies. Agencies at both the federal and state level in the United States, as well as the U.S. Congressional committees and other governments or governing agencies, have also expressed interest in further regulating the biotechnology industry. Such action may delay or prevent commercialization of some or all of our product candidates. Adverse developments in clinical trials of antibodies, vaccines, adjuvants or adoptive cell therapies products conducted by others may cause the FDA or other oversight bodies to change the requirements for approval of any of our product candidates. Similarly, the EMA governs the development of antibodies, vaccines, adjuvants and adoptive cell therapies in the European Union and may issue new guidelines concerning the development and marketing authorization for such products and require that we comply with these new guidelines. These regulatory review agencies and committees and the new requirements or guidelines they promulgate may lengthen the regulatory review process, require us to perform additional studies or trials, increase our development costs, lead to changes in regulatory positions and interpretations, delay or prevent approval and commercialization of our product candidates or lead to significant post-approval limitations or restrictions. As we advance our product candidates, we will be required to consult with these regulatory agencies and comply with applicable requirements and guidelines. If we fail to do so, we may be required to delay or discontinue development of such product candidates. These additional processes may result in a review and approval process that is longer than we otherwise would have expected. Delays as a result of an increased or lengthier regulatory approval process or further restrictions on the development of our product candidates can be costly and could negatively impact our ability to complete clinical trials and commercialize our current and future product candidates in a timely manner, if at all.

 

Breakthrough Therapy Designation or Fast Track Designation by the FDA, even if granted for any of our product candidates, may not lead to a faster development, regulatory review or approval process, and it does not increase the likelihood that any of our product candidates will receive marketing approval in the United States.

We may seek a Breakthrough Therapy Designation for some of our product candidates. A breakthrough therapy is defined as a therapy that is intended, alone or in combination with one or more other therapies, to treat a serious or life-threatening disease or condition, and preliminary clinical evidence indicates that the therapy may demonstrate substantial improvement over existing therapies on one or more clinically significant endpoints, such as substantial treatment effects observed early in clinical development. For therapies that have been designated as breakthrough therapies, interaction and communication between the FDA and the sponsor of the trial can help to identify the most efficient path for clinical development while minimizing the number of patients placed in ineffective control regimens. Therapies designated as breakthrough therapies by the FDA may also be eligible for priority review and accelerated approval. Designation as a breakthrough therapy is within the discretion of the FDA. Accordingly, even if we believe one of our product candidates meets the criteria for designation as a breakthrough therapy, the FDA may disagree and instead determine not to make such designation. In any event, the receipt of a Breakthrough Therapy Designation for a product candidate may not result in a faster development process, review or approval compared to therapies considered for approval under conventional FDA procedures and does not assure ultimate approval by the FDA. In addition, even if one or more of our product candidates qualify as breakthrough therapies, the FDA may later decide that such product candidates no longer meet the conditions for qualification or decide that the time period for FDA review or approval will not be shortened.

If a therapy is intended for the treatment of a serious or life-threatening condition and the therapy demonstrates the potential to address unmet medical needs for this condition, the therapy sponsor may apply for Fast Track Designation. The FDA has broad discretion whether or not to grant this designation, so even if we believe a particular product candidate is eligible for this designation; we cannot assure our stockholders that the FDA would decide to grant it. We may not experience a faster development process, review or approval compared to conventional FDA procedures for the product candidate for which we have received, or may receive in the future, Fast Track Designation. The FDA may withdraw Fast Track Designation if it believes that the designation is no longer supported by data from our clinical development program. Fast Track Designation alone does not guarantee qualification for the FDA’s priority review procedures.

37

 


We received Fast Track Designation for investigation of balstilimab in combination with zalifrelimab for the treatment of patients with relapsed or refractory metastatic cervical cancer and balstilimab alone for the treatment of cervical cancer, and we intend to apply for such designation for our other product candidates in the future. The FDA subsequently determined it was no longer appropriate to review the BLA for balstilimab (alone) for accelerated approval in view of its grant of full approval to pembrolizumab and recommended that we withdraw our BLA. We subsequently made a strategic decision to withdraw our BLA for balstilimab (alone). The decision to withdraw the BLA does not change the development plans for balstilimab combinations, including plans for balstilimab in combination with one of our anti-CTLA-4 candidates.

 

We may seek priority review designation for one or more of our other product candidates, but we might not receive such designation, and even if we do, such designation may not lead to a faster development or regulatory review or approval process.

If the FDA determines that a product candidate offers a treatment for a serious condition and, if approved, the product would provide a significant improvement in safety or effectiveness, the FDA may designate the product candidate for priority review. A priority review designation means that the goal for the FDA to review an application is six months, rather than the standard review period of ten months. We may request priority review for our product candidates. The FDA has broad discretion with respect to whether or not to grant priority review status to a product candidate, so even if we believe a particular product candidate is eligible for such designation or status, the FDA may decide not to grant it. Moreover, a priority review designation does not necessarily result in expedited development or regulatory review or approval process or necessarily confer any advantage with respect to approval compared to conventional FDA procedures. Receiving priority review from the FDA does not guarantee approval within the six-month review cycle or at all.

 

We may not be able to obtain or maintain orphan drug designations from the FDA for our current and future product candidates, as applicable.

Our strategy includes filing for orphan drug designation where available for our product candidates, but thus far, our applications for orphan drug designation with respect to balstilimab and zalifrelimab have been rejected.

Under the Orphan Drug Act, the FDA may grant orphan drug designation to a drug or biologic intended to treat a rare disease or condition, which is defined as one occurring in a patient population of fewer than 200,000 in the United States, or a patient population greater than 200,000 in the United States where there is no reasonable expectation that the cost of developing the drug or biologic will be recovered from sales in the United States. In the United States, orphan drug designation entitles a party to financial incentives, such as opportunities for grant funding toward clinical trial costs, tax advantages and user-fee waivers. In addition, if a product that has orphan drug designation subsequently receives the first FDA approval for the disease for which it has such designation, the product is entitled to orphan drug exclusivity, which means that the FDA may not approve any other applications, including a full new drug application, or NDA, or BLA, to market the same drug or biologic for the same indication for seven years, except in limited circumstances, such as a showing of clinical superiority to the product with orphan drug exclusivity or where the original manufacturer is unable to assure sufficient product quantity.

In addition, exclusive marketing rights in the United States may be limited if we seek approval for an indication broader than the orphan-designated indication or may be lost if the FDA later determines that the request for designation was materially defective or if we are unable to assure sufficient quantities of the product to meet the needs of patients with the orphan- designated disease or condition. Further, even if we obtain orphan drug exclusivity for a product, that exclusivity may not effectively protect the product from competition because different drugs with different active moieties may receive and be approved for the same condition, and only the first applicant to receive approval will receive the benefits of marketing exclusivity. Even after an orphan-designated product is approved, the FDA can subsequently approve a later drug with the same active moiety for the same condition if the FDA concludes that the later drug is clinically superior if it is shown to be safer, more effective or makes a major contribution to patient care. Orphan drug designation neither shortens the development time or regulatory review time of a drug, nor gives the drug any advantage in the regulatory review or approval process. In addition, while we may again seek orphan drug designation for our product candidates, we may never receive such designations.

 

Our relationships with healthcare providers and physicians and third-party payors will be subject to applicable anti- kickback, fraud and abuse and other healthcare laws and regulations, which could expose us to criminal sanctions, civil penalties, contractual damages, reputational harm and diminished profits and future earnings.

 

Healthcare providers, physicians and third-party payors in the United States and elsewhere play a primary role in the recommendation and prescription of pharmaceutical products. Arrangements with third-party payors and customers can expose pharmaceutical manufactures to broadly applicable fraud and abuse and other healthcare laws and regulations, including, without limitation, the federal Anti-Kickback Statute and the federal False Claims Act (the “FCA”), which may constrain the business or

38

 


financial arrangements and relationships through which such companies sell, market and distribute pharmaceutical products. In particular, the promotion, sales and marketing of healthcare items and services, as well as certain business arrangements in the healthcare industry, are subject to extensive laws designed to prevent fraud, kickbacks, self- dealing and other abusive practices. These laws and regulations may restrict or prohibit a wide range of pricing, discounting, marketing and promotion, structuring and commission(s), certain customer incentive programs and other business arrangements generally. Activities subject to these laws also involve the improper use of information obtained in the course of patient recruitment for clinical trials. The applicable federal, state and foreign healthcare laws and regulations laws that may affect our ability to operate include, but are not limited to:

 

the federal Anti-Kickback Statute, which prohibits, among other things, knowingly and willfully soliciting, receiving, offering or paying any remuneration (including any kickback, bribe or rebate), directly or indirectly, overtly or covertly, in cash or in kind, to induce, or in return for, either the referral of an individual, or the purchase, lease, order or recommendation of any good, facility, item or service for which payment may be made, in whole or in part, under a federal healthcare program, such as the Medicare and Medicaid programs. A person or entity can be found guilty of violating the statute without actual knowledge of the statute or specific intent to violate it. In addition, a claim including items or services resulting from a violation of the federal Anti-Kickback Statute constitutes a false or fraudulent claim for purposes of the FCA. The Anti-Kickback Statute has been interpreted to apply to arrangements between pharmaceutical manufacturers on the one hand and prescribers, purchasers, and formulary managers on the other. There are a number of statutory exceptions and regulatory safe harbors protecting some common activities from prosecution;

 

federal civil and criminal false claims laws and civil monetary penalty laws, including the FCA, which prohibit, among other things, individuals or entities from knowingly presenting, or causing to be presented, false or fraudulent claims for payment to, or approval by, Medicare, Medicaid, or other federal healthcare programs, knowingly making, using or causing to be made or used a false record or statement material to a false or fraudulent claim or an obligation to pay or transmit money to the federal government, or knowingly concealing or knowingly and improperly avoiding, decreasing or concealing an obligation to pay money to the federal government. Manufacturers can be held liable under the FCA even when they do not submit claims directly to government payors if they are deemed to “cause” the submission of false or fraudulent claims. The FCA also permits a private individual acting as a “whistleblower” to bring actions on behalf of the federal government alleging violations of the FCA and to share in any monetary recovery;

 

the federal anti-inducement law, prohibits, among other things, the offering or giving of remuneration, which includes, without limitation, any transfer of items or services for free or for less than fair market value (with limited exceptions), to a Medicare or Medicaid beneficiary that the person knows or should know is likely to influence the beneficiary’s selection of a particular supplier of items or services reimbursable by a federal or state governmental program;

 

federal laws, including the Medicaid Drug Rebate Program, that require pharmaceutical manufacturers to report certain calculated product prices to the government or provide certain discounts or rebates to government authorities or private entities, often as a condition of reimbursement under government healthcare programs;

 

the federal Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), which created new federal criminal statutes that prohibit knowingly and willfully executing, or attempting to execute, a scheme to defraud any healthcare benefit program or obtain, by means of false or fraudulent pretenses, representations, or promises, any of the money or property owned by, or under the custody or control of, any healthcare benefit program, regardless of the payor (e.g., public or private) and knowingly and willfully falsifying, concealing or covering up by any trick or device a material fact or making any materially false statements in connection with the delivery of, or payment for, healthcare benefits, items or services relating to healthcare matters. Similar to the federal Anti-Kickback Statute, a person or entity can be found guilty of violating HIPAA without actual knowledge of the statute or specific intent to violate it;

 

HIPAA, as amended by the Health Information Technology for Economic and Clinical Health Act of 2009 (“HITECH”), and their respective implementing regulations, which impose, among other things, requirements on certain covered healthcare providers, health plans, and healthcare clearinghouses as well as their respective business associates that perform services for them that involve the use or disclosure of, individually identifiable health information, relating to the privacy, security and transmission of individually identifiable health information without appropriate authorization. HITECH also created new tiers of civil monetary penalties, amended HIPAA to make civil and criminal penalties directly applicable to business associates, and gave state attorneys general new authority to file civil actions for damages or injunctions in federal courts to enforce the federal HIPAA laws and seek attorneys’ fees and costs associated with pursuing federal civil actions;

 

the federal Physician Payment Sunshine Act, created under the Patient Protection and Affordable Care Act, and its implementing regulations, which require manufacturers of drugs, devices, biologicals and medical supplies for which payment is available under Medicare, Medicaid or the Children’s Health Insurance Program (with certain exceptions) to report annually to the United States Department of Health and Human Services (“HHS”), information related to payments or other “transfers of value” made to physicians (defined to include doctors, dentists, optometrists, podiatrists and chiropractors) and teaching hospitals, and other categories of healthcare providers, as well as ownership and investment interests held by physicians and their immediate family members;

 

the U.S. Federal Food, Drug, and Cosmetic Act, which prohibits, among other things, the adulteration or misbranding of drugs, biologics and medical devices;

39

 


 

federal consumer protection and unfair competition laws, which broadly regulate marketplace activities and activities that potentially harm consumers; and

 

analogous state and foreign laws and regulations, such as state anti-kickback and false claims laws, which may apply to sales or marketing arrangements and claims involving healthcare items or services reimbursed by non-governmental third-party payors, including private insurers, and may be broader in scope than their federal equivalents; state and foreign laws that require pharmaceutical companies to comply with the pharmaceutical industry’s voluntary compliance guidelines and the relevant compliance guidance promulgated by the federal government or otherwise restrict payments that may be made to healthcare providers; state and foreign laws that require drug manufacturers to report information related to payments and other transfers of value to physicians and other healthcare providers or marketing expenditures; and state and foreign laws governing the privacy and security of health information in certain circumstances, many of which differ from each other in significant ways and often are not preempted by HIPAA, thus complicating compliance efforts.

The distribution of pharmaceutical products is subject to additional requirements and regulations, including extensive record-keeping, licensing, storage and security requirements intended to prevent the unauthorized sale of pharmaceutical products.

The scope and enforcement of each of these laws is uncertain and subject to rapid change in the current environment of healthcare reform, especially in light of the lack of applicable precedent and regulations. Federal and state enforcement bodies have recently increased their scrutiny of interactions between healthcare companies and healthcare providers, which has led to a number of investigations, prosecutions, convictions and settlements in the healthcare industry. Ensuring business arrangements comply with applicable healthcare laws, as well as responding to possible investigations by government authorities, can be time- and resource-consuming and can divert a company’s financial resources and management’s attention away from the business.

On January 31, 2019, the HHS and HHS Office of Inspector General proposed an amendment to one of the existing Anti- Kickback Statute safe harbors (42 C.F.R. 1001.952(h)) which would prohibit certain pharmaceutical manufacturers from offering rebates to pharmacy benefit managers (“PBMs”), in the Medicare Part D and Medicaid managed care programs. The proposed amendment would remove protection for “discounts” from Anti-Kickback enforcement action and would include criminal and civil penalties for knowingly and willfully offering, paying, soliciting, or receiving remuneration to induce or reward the referral of business reimbursable under federal health care programs. At the same time, HHS also proposed to create a new safe harbor to protect point-of-sale discounts that drug manufacturers provide directly to patients and adds another safe harbor to protect certain administrative fees paid by manufacturers to PBMs. The revisions to the federal Anti-Kickback regulations referenced above were initially scheduled to take effect in 2022 but have now been delayed to 2023 under the Biden Administration.

The failure to comply with any of these laws or regulatory requirements subjects entities to possible legal or regulatory action. Depending on the circumstances, failure to meet applicable regulatory requirements can result in civil, criminal and administrative penalties, damages, fines, disgorgement, individual imprisonment, possible exclusion from participation in federal and state funded healthcare programs, contractual damages and the curtailment or restricting of our operations, as well as additional reporting obligations and oversight if we become subject to a corporate integrity agreement or other agreement to resolve allegations of non-compliance with these laws. Any action for violation of these laws, even if successfully defended, could cause a pharmaceutical manufacturer to incur significant legal expenses and divert management’s attention from the operation of the business. Prohibitions or restrictions on sales or withdrawal of future marketed products could materially affect business in an adverse way.

We have adopted a code of business conduct and ethics, but it is not always possible to identify and deter employee misconduct, and the precautions we take to detect and prevent inappropriate conduct may not be effective in controlling unknown or unmanaged risks or losses or in protecting us from governmental investigations or other actions or lawsuits stemming from a failure to be in compliance with such laws or regulations. Efforts to ensure that our business arrangements will comply with applicable healthcare laws may involve substantial costs. It is possible that governmental and enforcement authorities will conclude that our business practices may not comply with current or future statutes, regulations or case law interpreting applicable fraud and abuse or other healthcare laws and regulations. If any such actions are instituted against us, and we are not successful in defending ourselves or asserting our rights, those actions could have a significant impact on our business, including the imposition of civil, criminal and administrative penalties, damages, disgorgement, monetary fines, possible exclusion from participation in Medicare, Medicaid and other federal healthcare programs, contractual damages, reputational harm, diminished profits and future earnings, and curtailment of our operations, any of which could adversely affect our ability to operate our business and our results of operations. In addition, the approval and commercialization of any of our product candidates outside the United States will also likely subject us to foreign equivalents of the healthcare laws mentioned above, among other foreign laws.

 

Even if we receive regulatory approval of any product candidates or therapies, we will be subject to ongoing regulatory obligations and continued regulatory review, which may result in significant additional expense and we may be subject to penalties if we fail to comply with regulatory requirements or experience unanticipated problems with our product candidates.

40

 


If any of our product candidates are approved, they will be subject to ongoing regulatory requirements for manufacturing, labeling, packaging, storage, advertising, promotion, sampling, record-keeping, export, import, conduct of post-marketing studies and submission of safety, efficacy and other post-market information, including both federal and state requirements in the United States and requirements of comparable foreign regulatory authorities. In addition, we will be subject to continued compliance with cGMP and GCP requirements for any clinical trials that we conduct post- approval.

Manufacturers and manufacturers’ facilities are required to comply with extensive FDA, and comparable foreign regulatory authority requirements, including ensuring that quality control and manufacturing procedures conform to cGMP regulations. As such, we and our contract manufacturers will be subject to continual review and inspections to assess compliance with cGMP and adherence to commitments made in any BLA, other marketing application, and previous responses to inspection observations. Accordingly, we and others with whom we work must continue to expend time, money, and effort in all areas of regulatory compliance, including manufacturing, production and quality control.

Any regulatory approvals that we receive for our product candidates may be subject to limitations on the approved indicated uses for which the product may be marketed or to the conditions of approval, or contain requirements for potentially costly post-marketing testing, including Phase 4 clinical trials and surveillance to monitor the safety and efficacy of the product candidate. The FDA may also require a risk evaluation and mitigation strategies, or REMS, program as a condition of approval of our product candidates, which could entail requirements for long-term patient follow-up, a medication guide, physician communication plans or additional elements to ensure safe use, such as restricted distribution methods, patient registries and other risk minimization tools. In addition, if the FDA or a comparable foreign regulatory authority approves our product candidates, we will have to comply with requirements including submissions of safety and other post-marketing information and reports and registration.

The FDA may impose consent decrees or withdraw approval if compliance with regulatory requirements and standards is not maintained or if problems occur after the product reaches the market. Later discovery of previously unknown problems with our product candidates, including adverse events of unanticipated severity or frequency, or with our third-party manufacturers or manufacturing processes, or failure to comply with regulatory requirements, may result in revisions to the approved labeling to add new safety information; imposition of post-market studies or clinical trials to assess new safety risks; or imposition of distribution restrictions or other restrictions under a REMS program. Other potential consequences include, among other things:

 

restrictions on the marketing or manufacturing of our products, withdrawal of the product from the market or voluntary or mandatory product recalls;

 

fines, warning letters or holds on clinical trials;

 

refusal by the FDA to approve pending applications or supplements to approved applications filed by us or suspension or revocation of license approvals;

 

product seizure or detention or refusal to permit the import or export of our product candidates; and

 

injunctions or the imposition of civil or criminal penalties.

 

The FDA strictly regulates marketing, labeling, advertising, and promotion of products that are placed on the market. Products may be promoted only for the approved indications and in accordance with the provisions of the approved label. The FDA and other agencies actively enforce the laws and regulations prohibiting the promotion of off-label uses and a company that is found to have improperly promoted off-label uses may be subject to significant liability. The policies of the FDA and of other regulatory authorities may change and additional government regulations may be enacted that could prevent, limit or delay regulatory approval of our product candidates. If we are slow or unable to adapt to changes in existing requirements or the adoption of new requirements or policies, or if we are not able to maintain regulatory compliance, we may lose any marketing approval that we may have obtained which would adversely affect our business, prospects and ability to achieve or sustain profitability.

We also cannot predict the likelihood, nature or extent of government regulation that may arise from future legislation or administrative or executive action, either in the United States or abroad. For example, policy changes by the new presidential administration may impact our business and industry. The previous administration took several executive actions imposing burdens on, or otherwise materially delaying, the FDA’s ability to engage in routine regulatory and oversight activities, such as implementing statutes through rulemaking, issuance of guidance and review and approval of marketing applications. While the new administration has revoked a number of the executive orders imposing these burdens or delays, it is difficult to predict what executive actions the new administration may implement, and the extent to which such action may impact the FDA’s ability to exercise its regulatory authority. If any executive actions impose constraints on FDA’s ability to engage in oversight and implementation activities in the normal course, our business may be negatively impacted.

 

41

 


 

Healthcare insurance coverage and reimbursement may be limited or unavailable in certain market segments for our product candidates, if approved, which could make it difficult for us to sell any product candidates or therapies profitably.

The success of our product candidates, if approved, depends on the availability of adequate coverage and reimbursement from third-party payors. In addition, because our product candidates represent new approaches to the treatment of the diseases they target, we cannot be sure that coverage and reimbursement will be available for, or accurately estimate the potential revenue from, our product candidates or assure that coverage and reimbursement will be available for any product that we may develop.

Patients who are provided medical treatment for their conditions generally rely on third-party payors to reimburse all or part of the costs associated with their treatment. Adequate coverage and reimbursement from governmental healthcare programs, such as Medicare and Medicaid, and commercial payors are critical to new product acceptance.

Government authorities and third-party payors, such as private health insurers and health maintenance organizations, decide which drugs and treatments they will cover and the amount of reimbursement. Coverage and reimbursement by a third-party payor may depend upon a number of factors, including the third-party payor’s determination that use of a product is:

 

a covered benefit under its health plan;

 

safe, effective and medically necessary;

 

appropriate for the specific patient;

 

cost-effective; and

 

neither experimental nor investigational.

In the United States, no uniform policy of coverage and reimbursement for products exists among third-party payors. As a result, obtaining coverage and reimbursement approval of a product from a government or other third-party payor is a time- consuming and costly process that could require us to provide to each payor supporting scientific, clinical and cost- effectiveness data for the use of our products on a payor-by-payor basis, with no assurance that coverage and adequate reimbursement will be obtained. Even if we obtain coverage for a given product, the resulting reimbursement payment rates might not be adequate for us to achieve or sustain profitability or may require co-payments that patients find unacceptably high. Further, even if one payor provides coverage for a given product, other payors may not provide coverage for that product. Additionally, third-party payors may not cover, or provide adequate reimbursement for, long-term follow-up evaluations required following the use of product candidates. Patients are unlikely to use our product candidates unless coverage is provided, and reimbursement is adequate to cover a significant portion of the cost of our product candidates. Because our product candidates may have a higher cost of goods than conventional therapies, and may require long-term follow-up evaluations, the risk that coverage and reimbursement rates may be inadequate for us to achieve profitability may be greater. There is significant uncertainty related to insurance coverage and reimbursement of newly approved products. It is difficult to predict at this time what third-party payors will decide with respect to the coverage and reimbursement for our product candidates.

If we obtain appropriate approval in the future to market any of our current product candidates in the United States, we may be required to provide discounts or rebates under government healthcare programs or to certain government and private purchasers in order to obtain coverage under federal healthcare programs such as Medicaid. Participation in such programs may require us to track and report certain drug prices. We may be subject to fines and other penalties if we fail to report such prices accurately.

Moreover, increasing efforts by governmental and third-party payors in the United States and abroad to cap or reduce healthcare costs may cause such organizations to limit both coverage and the level of reimbursement for newly approved products and, as a result, they may not cover or provide adequate payment for our product candidates. There has been increasing legislative and enforcement interest in the United States with respect to specialty drug pricing practices. Specifically, there have been several recent U.S. Congressional inquiries and proposed federal and state legislation designed to, among other things, bring more transparency to drug pricing, reduce the cost of prescription drugs under Medicare, review the relationship between pricing and manufacturer patient support programs, and reform government program reimbursement methodologies for drugs. For example, in October 2017, California became the first state to pass legislation requiring pharmaceutical manufacturers to announce planned drug price increases. While this legislation does not directly affect drug prices, it puts further pressure on pharmaceutical manufacturers in setting prices. Oregon has passed a similar law, requiring pharmaceutical manufacturers to disclose cost components, and other states are likely to follow. At the state level, legislatures are increasingly passing legislation and implementing regulations designed to control pharmaceutical and biological product pricing, including price or patient reimbursement constraints, discounts, restrictions on certain product access and marketing cost disclosure and transparency measures, and, in some cases, designed to encourage importation from other countries and bulk purchasing. We expect to experience pricing pressures in connection with the sale of any of our product candidates due to the trend toward managed healthcare, the increasing influence of health maintenance organizations, cost containment initiatives and additional legislative changes.

 

42

 


 

Ongoing healthcare legislative and regulatory reform measures may have a material adverse effect on our business and results of operations.

Changes in regulations, statutes or the interpretation of existing regulations could impact our business in the future by requiring, for example: (i) changes to our manufacturing arrangements; (ii) additions or modifications to product labeling; (iii) the recall or discontinuation of our products; or (iv) additional record-keeping requirements. If any such changes were to be imposed, they could adversely affect the operation of our business.

In the United States, there have been and continue to be a number of legislative initiatives to contain healthcare costs. For example, in March 2010, the Patient Protection and Affordable Care Act (“ACA”), was passed, which substantially changes the way healthcare is financed by both governmental and private insurers, and significantly impacts the U.S. pharmaceutical industry. The ACA, among other things, subjects biological products to potential competition by lower-cost biosimilars, addresses a new methodology by which rebates owed by manufacturers under the Medicaid Drug Rebate Program are calculated for drugs that are inhaled, infused, instilled, implanted or injected, increases the minimum Medicaid rebates owed by manufacturers under the Medicaid Drug Rebate Program and extends the rebate program to individuals enrolled in Medicaid managed care organizations, establishes annual fees and taxes on manufacturers of certain branded prescription drugs, and creates a new Medicare Part D coverage gap discount program, in which manufacturers must agree to offer 50% (increased to 70% pursuant to the Bipartisan Budget Act of 2018, effective as of 2019) point-of-sale discounts off negotiated prices of applicable brand drugs to eligible beneficiaries during their coverage gap period, as a condition for the manufacturer’s outpatient drugs to be covered under Medicare Part D.

Since its enactment, there have been numerous executive, administrative, judicial, and legislative challenges to certain aspects of the ACA. Under the Trump administration, there were ongoing efforts to modify or repeal all or certain provisions of the Healthcare Reform Act. For example, tax reform legislation was enacted at the end of 2017 that eliminated the tax penalty established under ACA for individuals who do not maintain the mandated health insurance coverage beginning in 2019. The ACA has also been subject to judicial challenge. The case Texas v. Azar, which challenged the constitutionality of the ACA, including provisions that are unrelated to healthcare reform but were enacted as part of the ACA, was decided by the Supreme Court in 2021.

Beyond the ACA, there have been ongoing health care reform efforts, including a number of recent actions. Some recent healthcare reform efforts have sought to address certain issues related to the COVID-19 pandemic, including an expansion of telehealth coverage under Medicare, accelerated or advanced Medicare payments to healthcare providers and payments to providers for COVID-19-related expenses and lost revenues. Other reform efforts affect pricing or payment for drug products, which was a focus of the Trump Administration. For example, in May of 2018, President Trump and the Secretary of the Department of Health and Human Services released a “blueprint” for lowering prescription drug prices and out-of-pocket costs, which contained proposals to increase manufacturer competition, increase the negotiating power of certain federal healthcare programs, incentivize manufacturers to lower the list price of their products and reduce the out of pocket costs of product candidates paid by consumers. Subsequent to the ACA, the Medicaid Drug Rebate Program was subject to statutory and regulatory changes and the discount that manufacturers of Medicare Part D brand name drugs must provide to Medicare Part D beneficiaries during the coverage gap increased from 50% to 70%. A number of regulations were issued in late 2020 and early 2021, some of which have been and may continue to be subject to scrutiny and legal challenge. For example, courts temporarily enjoined a new “most favored nation” payment model for select drugs covered under Medicare Part B that was to take effect on January 1, 2021 and would limit payment based on international drug price and CMS subsequently indicated that the rule would not be implemented without further rulemaking.

The nature and scope of health care reform in the wake of the transition from the Trump administration to the Biden administration remains uncertain but early actions suggest additional changes as well as challenges to actions taken under the Trump administration. The Department of Justice under the Biden administration informed the Supreme Court in connection with case Texas v. Azar, that the government no longer takes the position that the individual mandate is unconstitutional and cannot be severed from the rest of the ACA. President Biden temporarily halted implementation of new rules issued immediately prior to the transition that had not yet taken effect (which included a number of health care reforms) to allow for review by the new administration. By Executive Order, President Biden directed federal agencies to reconsider rules and other policies that limit Americans’ access to health care, and consider actions that will protect and strengthen that access. With respect to prescription drugs specifically, President Biden supported reforms to lower drug prices during his campaign for the presidency. The American Rescue Plan Act of 2021, comprehensive COVID-19 relief legislation recently enacted under the Biden administration, includes a number of healthcare-related provisions, such as support to rural health care providers, increased tax subsidies for health insurance purchased through insurance exchange marketplaces, financial incentives to states to expand Medicaid programs and elimination of the Medicaid drug rebate cap effective in 2024.

Moreover, on May 30, 2018, the Right to Try Act, was signed into law. The law, among other things, provides a federal framework for certain patients to access certain investigational new drug products that have completed a Phase I clinical trial and that are undergoing investigation for FDA approval. Under certain circumstances, eligible patients can seek treatment without enrolling in

43

 


clinical trials and without obtaining FDA permission under the FDA expanded access program. There is no obligation for a drug manufacturer to make its drug products available to eligible patients as a result of the Right to Try Act, but the manufacturer must develop an internal policy and respond to patient requests according to that policy. We expect that additional foreign, federal and state healthcare reform measures will be adopted in the future, any of which could limit the amounts that federal and state governments will pay for healthcare products and services, which could result in limited coverage and reimbursement and reduced demand for our products, once approved, or additional pricing pressures.

These laws, and future state and federal healthcare reform measures may be adopted in the future, any of which may result in additional reductions in Medicare and other healthcare funding and otherwise affect the prices we may obtain for any of our product candidates for which we may obtain regulatory approval or the frequency with which any such product candidate is prescribed or used.

 

European Union drug marketing and reimbursement regulations may materially affect our ability to market and receive coverage for our products in the European member states.

We intend to seek approval to market our product candidates in both the United States and in selected foreign jurisdictions. If we obtain approval in one or more foreign jurisdictions for our product candidates, we will be subject to rules and regulations in those jurisdictions. In some foreign countries, particularly those in the European Union, the pricing of pharmaceutical products is subject to governmental control and other market regulations which could put pressure on the pricing and usage of our product candidates. In these countries, pricing negotiations with governmental authorities can take considerable time after obtaining marketing approval of a product candidate. In addition, market acceptance and sales of our product candidates will depend significantly on the availability of adequate coverage and reimbursement from third-party payors for our product candidates and may be affected by existing and future healthcare reform measures.

Much like the Anti-Kickback Statute prohibition in the United States, the provision of benefits or advantages to physicians to induce or encourage the prescription, recommendation, endorsement, purchase, supply, order or use of medicinal products is also prohibited in the European Union. The provision of benefits or advantages to physicians is governed by the national anti-bribery laws of European Union Member States. Infringement of these laws could result in substantial fines and imprisonment.

Payments made to physicians in certain European Union Member States must be publicly disclosed. Moreover, agreements with physicians often must be the subject of prior notification and approval by the physician’s employer, his or her competent professional organization and/or the regulatory authorities of the individual European Union Member States. These requirements are provided in the national laws, industry codes or professional codes of conduct, applicable in the European Union Member States. Failure to comply with these requirements could result in reputational risk, public reprimands, administrative penalties, fines or imprisonment.

In addition, in most foreign countries, including the European Economic Area, the proposed pricing for a drug must be approved before it may be lawfully marketed. The requirements governing drug pricing and reimbursement vary widely from country to country. For example, the European Union provides options for its member states to restrict the range of medicinal products for which their national health insurance systems provide reimbursement and to control the prices of medicinal products for human use. Reference pricing used by various European Union member states and parallel distribution, or arbitrage between low-priced and high-priced member states, can further reduce prices. A member state may approve a specific price for the medicinal product, or it may instead adopt a system of direct or indirect controls on the profitability of the company placing the medicinal product on the market. In some countries, we may be required to conduct a clinical trial or other studies that compare the cost-effectiveness of any of our product candidates to other available therapies in order to obtain or maintain reimbursement or pricing approval. There can be no assurance that any country that has price controls or reimbursement limitations for pharmaceutical products will allow favorable reimbursement and pricing arrangements for any of our products. Historically, products launched in the European Union do not follow price structures of the United States and generally prices tend to be significantly lower. Publication of discounts by third-party payors or authorities may lead to further pressure on the prices or reimbursement levels within the country of publication and other countries. If pricing is set at unsatisfactory levels or if reimbursement of our products is unavailable or limited in scope or amount, our revenues from sales by us or our strategic partners and the potential profitability of any of our product candidates in those countries would be negatively affected.

 

European data collection is governed by restrictive regulations governing the use, processing, and cross-border transfer of personal information.

The collection and use of personal health data in the European Union (“EU”), was previously governed by the provisions of the Data Protection Directive, which has been replaced by the General Data Protection Regulation 2016/679 (“GDPR”) as of May 2018.

44

 


The GDPR imposes a broad range of strict requirements on companies subject to the GDPR, such as us, including requirements relating to having legal bases for processing personal information relating to identifiable individuals and transferring such information outside the European Economic Area, (“EEA”), including to the United States, providing details to those individuals regarding the processing of their personal information, keeping personal information secure, having data processing agreements with third parties who process personal information, responding to individuals’ requests to exercise their rights in respect of their personal information, reporting security breaches involving personal data to the competent national data protection authority and affected individuals, appointing data protection officers, conducting data protection impact assessments, and record-keeping. The GDPR substantially increases the penalties to which we could be subject in the event of any non-compliance, including fines of up to 10 million Euros or up to 2% of our total worldwide annual turnover for certain comparatively minor offenses, or up to 20 million Euros or up to 4% of our total worldwide annual turnover for more serious offenses. Given the new law, we face uncertainty as to the exact interpretation of the new requirements, and we may be unsuccessful in implementing all measures required by data protection authorities or courts in interpretation of the new law.

In particular, national laws of member states of the EU are in the process of being adapted to the requirements under the GDPR, thereby implementing national laws which may partially deviate from the GDPR and impose different obligations from country to country, so that we do not expect to operate in a uniform legal landscape in the EU. Also, in the field of handling genetic data, the GDPR specifically allows national laws to impose additional and more specific requirements or restrictions, and European laws have historically differed quite substantially in this field, leading to additional uncertainty.

With respect to our clinical trials in the EEA, we must also ensure that we maintain adequate safeguards to enable the transfer of personal data outside of the EEA, in particular to the United States in compliance with European data protection laws including the GDPR. We expect that we will continue to face uncertainty as to whether our efforts to comply with our obligations under European privacy laws will be sufficient. If we are investigated by a European data protection authority, we may face fines and other penalties. Any such investigation or charges by European data protection authorities could have a negative effect on our existing business and on our ability to attract and retain new clients or pharmaceutical partners. We may also experience hesitancy, reluctance, or refusal by European or multi-national clients or pharmaceutical partners to continue to use our products and solutions due to the potential risk exposure as a result of the current (and, in particular, future) data protection obligations imposed on them by certain data protection authorities in interpretation of current law, including the GDPR. Such clients or pharmaceutical partners may also view any alternative approaches to compliance as being too costly, too burdensome, too legally uncertain, or otherwise objectionable and therefore decide not to do business with us. Any of the foregoing could materially harm our business, prospects, financial condition and results of operations.

 

Laws and regulations governing any international operations may preclude us from developing, manufacturing and selling certain products outside of the United States and require us to develop and implement costly compliance programs.

Because we have operations outside of the United States, we must dedicate additional resources to comply with numerous laws and regulations in each jurisdiction in which we plan to operate. The FCPA prohibits any U.S. individual or business from paying, offering, authorizing payment or offering of anything of value, directly or indirectly, to any foreign official, political party or candidate for the purpose of influencing any act or decision of the foreign entity in order to assist the individual or business in obtaining or retaining business. The FCPA also obligates companies whose securities are listed in the United States to comply with certain accounting provisions requiring the company to maintain books and records that accurately and fairly reflect all transactions of the corporation, including international subsidiaries, and to devise and maintain an adequate system of internal accounting controls for international operations.

Compliance with the FCPA is expensive and difficult, particularly in countries in which corruption is a recognized problem. We, directly or through our CROs, are conducting clinical trials in countries that Transparency International has identified as “perceived as more corrupt”, including, Brazil, Chile, Georgia, Russia and Ukraine. In addition, the FCPA presents particular challenges in the pharmaceutical industry, because, in many countries, hospitals are operated by the government, and doctors and other hospital employees are considered foreign officials. Certain payments to hospitals in connection with clinical trials and other work have been deemed to be improper payments to government officials and have led to FCPA enforcement actions.

Various laws, regulations and executive orders also restrict the use and dissemination outside of the United States, or the sharing with certain non-U.S. nationals, of information classified for national security purposes, as well as certain products and technical data relating to those products. If we expand our presence outside of the United States, it will require us to dedicate additional resources to comply with these laws, and these laws may preclude us from developing, manufacturing, or selling certain products and product candidates outside of the United States, which could limit our growth potential and increase our development costs.

45

 


The failure to comply with laws governing international business practices may result in substantial civil and criminal penalties and suspension or debarment from government contracting. The SEC also may suspend or bar issuers from trading securities on U.S. exchanges for violations of the FCPA’s accounting provisions.

 

We are subject to certain U.S. and foreign anti-corruption, anti-money laundering, export control, sanctions, and other trade laws and regulations. We can face serious consequences for violations.

Among other matters, U.S. and foreign anti-corruption, anti-money laundering, export control, sanctions, and other trade laws and regulations, which are collectively referred to as Trade Laws, prohibit companies and their employees, agents, clinical research organizations, legal counsel, accountants, consultants, contractors, and other partners from authorizing, promising, offering, providing, soliciting, or receiving directly or indirectly, corrupt or improper payments or anything else of value to or from recipients in the public or private sector. Violations of Trade Laws can result in substantial criminal fines and civil penalties, imprisonment, the loss of trade privileges, debarment, tax reassessments, breach of contract and fraud litigation, reputational harm, and other consequences. We have direct or indirect interactions with officials and employees of government agencies or government-affiliated hospitals, universities, and other organizations. We also expect our non-U.S. activities to increase in time. We plan to engage third parties for clinical trials and/or to obtain necessary permits, licenses, patent registrations, and other regulatory approvals and we can be held liable for the corrupt or other illegal activities of our personnel, agents, or partners, even if we do not explicitly authorize or have prior knowledge of such activities.

 

Inadequate funding for the FDA and other government agencies could hinder their ability to hire and retain key leadership and other personnel, prevent new products and services from being developed or commercialized in a timely manner or otherwise prevent those agencies from performing normal business functions on which the operation of our business may rely, which could negatively impact our business.

The ability of the FDA to review and approve new products can be affected by a variety of factors, including government budget and funding levels, ability to hire and retain key personnel and accept the payment of user fees, statutory, regulatory, and policy changes and the impact of crises that hinder its operations, such as COVID-19. Average review times at the agency have fluctuated in recent years as a result. In addition, government funding of other government agencies on which our operations may rely, including those that fund research and development activities, is subject to the political process, which is inherently fluid and unpredictable.

Disruptions at the FDA and other agencies may also slow the time necessary for new drugs to be reviewed and/or approved by necessary government agencies, which would adversely affect our business. For example, over the last several years, including most recently from December 22, 2018 to January 25, 2019, the U.S. government has shut down several times and certain regulatory agencies, such as the FDA, have had to furlough critical FDA and other government employees and stop critical activities. If a prolonged government shutdown occurs, it could significantly impact the ability of the FDA to timely review and process our regulatory submissions, which could have a material adverse effect on our business.

 

If we do not comply with environmental laws and regulations, we may incur significant costs and potential disruption to our business.

We use or may use hazardous, infectious, and radioactive materials, and recombinant DNA in our operations, which have the potential of being harmful to human health and safety or the environment. We store these hazardous (flammable, corrosive, toxic), infectious, and radioactive materials, and various wastes resulting from their use, at our facilities pending use and ultimate disposal. We are subject to a variety of federal, state, and local laws and regulations governing use, generation, storage, handling, and disposal of these materials. We may incur significant costs complying with both current and future environmental health and safety laws and regulations. In particular, we are subject to regulation by the Occupational Safety and Health Administration, the Environmental Protection Agency, the Drug Enforcement Agency, the Department of Transportation, the Centers for Disease Control and Prevention, the National Institutes of Health, the International Air Transportation Association, and various state and local agencies. At any time, one or more of the aforementioned agencies could adopt regulations that may affect our operations. We are also subject to regulation under the Toxic Substances Control Act and the Resource Conservation Development programs.

Although we believe that our current procedures and programs for handling, storage, and disposal of these materials comply with federal, state, and local laws and regulations, we cannot eliminate the risk of accidents involving contamination from these materials. Although we have a workers’ compensation liability policy, we could be held liable for resulting damages in the event of an accident or accidental release, and such damages could be substantially in excess of any available insurance coverage and could substantially disrupt our business.

 

If we or our employees, independent contractors, consultants, commercial partners and vendors fail to comply with laws or regulations, it could adversely impact our reputation, business and stock price.

46

 


We are exposed to the risk of employee fraud or other misconduct our employees, independent contractors, consultants, commercial partners and vendors. Misconduct by employees could include intentional and/or negligent failures to comply with FDA regulations, to provide accurate information to the FDA, to comply with manufacturing standards we have established, to comply with federal and state health care fraud and abuse, transparency, and/or data privacy laws and regulations (including the California Consumer Privacy Act) and security laws and regulations, to report financial information or data accurately or to disclose unauthorized activities to us. In particular, sales, marketing and business arrangements in the healthcare industry are subject to extensive laws and regulations intended to prevent fraud, kickbacks, self-dealing and other abusive practices; to promote transparency; and to protect the privacy and security of patient data. These laws and regulations may restrict or prohibit a wide range of pricing, discounting, marketing and promotion, sales commission, customer incentive programs and other business arrangements. If we obtain FDA approval of any of our product candidates and begin commercializing those products in the United States, our potential exposure under such laws will increase significantly, and our costs associated with compliance with such laws are also likely to increase. These laws may impact, among other things, our current activities with principal investigators and research patients, as well as proposed and future sales, marketing and education programs.

While we have adopted a corporate compliance program, we may not be able to protect against all potential issues of noncompliance. Efforts to ensure that our business complies with all applicable healthcare laws and regulations will involve substantial costs. It is possible that governmental authorities will conclude that our business practices may not comply with current or future statutes, regulations, or case law involving applicable laws and regulations.

Employee misconduct could also involve the improper use or disclosure of information obtained in the course of clinical trials, which could result in regulatory sanctions and serious harm to our reputation. In addition, during the course of our operations, our directors, executives and employees may have access to material, nonpublic information regarding our business, our results of operations or potential transactions we are considering. We may not be able to prevent a director, executive or employee from trading in our common stock on the basis of, or while having access to, material, nonpublic information. If a director, executive or employee was to be investigated, or an action was to be brought against a director, executive or employee for insider trading, it could have a negative impact on our reputation and our stock price. Such a claim, with or without merit, could also result in substantial expenditures of time and money, and divert the attention of our management team.

 

Risks associated with doing business internationally could negatively affect our business.

We currently have research and development operations in the United Kingdom (“UK”) and clinical operations in eastern Europe, and we expect to pursue pathways to develop and commercialize our product candidates in both U.S. and ex-U.S. jurisdictions. Various risks associated with foreign operations may impact our success. Possible risks of foreign operations include fluctuations in the value of foreign and domestic currencies, requirements to comply with various jurisdictional requirements such as data privacy regulations, disruptions in the import, export, and transportation of patient tumors and our products or product candidates, the product and service needs of foreign customers, difficulties in building and managing foreign relationships, the performance of our licensees or collaborators, geopolitical instability, unexpected regulatory, economic, or political changes in foreign and domestic markets, including without limitation any resulting from the UK’s withdrawal from the EU or our current political regime, and limitations on the flexibility of our operations and costs imposed by local labor laws.  

 

The exit of the UK from the European Union may materially affect the regulatory regime that governs our handling of EU personal data and expose us to legal and business risks under European data privacy and protection law.

As a result of the UK exiting the EU, commonly known as Brexit, since January 1, 2021, any transfers of personal data to the UK are subject to the requirements of Chapter V of the GDPR and of the Law Enforcement Directive and absent an adequacy finding under GDPR, transfers of personal data from the EU to the UK, including to our facility in Cambridge, UK, would be illegal without adequate safeguards provided for under EC-approved mechanisms, such as current standard contractual clauses or, if approved in the future, an EU-UK privacy shield similar to the current framework in place between the EU and the United States. The extensive authority of UK intelligence and law enforcement agencies, including to conduct surveillance on personal data flows, could reduce the likelihood that the EC would give the UK an adequacy finding and reduce the likelihood that the EC would approve an EU-UK privacy shield. Accordingly, we may be exposed to legal risk for any of our EU-UK personal data transfers, including those that involve sensitive data such as patient and genetic data. Given the uncertainties surrounding the UK’s departure from the EU, it is difficult to precisely identify or quantify the risks described above.

Additionally, it is possible that, over time, the UK Data Protection Act could become less aligned with the GDPR, which could require us to implement different compliance measures for the UK and the European Union and result in potentially enhanced compliance obligations for EU personal data.

47

 


As a result, Brexit adds legal risk, uncertainty, complexity and cost to our handling of EU personal information and our privacy and data security compliance programs. If we do not successfully manage such risk, our prospects may be materially harmed.

 

Our ability to use net operating losses and research and development credits to offset future taxable income may be subject to certain limitations.

As of December 31, 2021, we had U.S. federal and state net operating loss, or Net Operating Losses (“NOLs”), carryforwards of $749.3 million and $231.6 million, respectively, which may be available to offset future taxable income. The federal NOLs include $596.4 million which expire at various dates through 2041 and $152.9 million which carryforward indefinitely. The state NOLs expire at various dates through 2041. As of December 31, 2021, we also had U.S. federal and state research and development tax credit carryforwards of $8.7 million and $2.2 million, respectively, which may be available to offset future tax liabilities and begin to expire in 2022. In addition, in general, under Sections 382 and 383 of the Code and corresponding provisions of state law, a corporation that undergoes an “ownership change” is subject to limitations on its ability to utilize its pre-change net operating loss carryforwards or tax credits, or NOLs or credits, to offset future taxable income or taxes. For these purposes, an ownership change generally occurs where the aggregate stock ownership of one or more stockholders or groups of stockholders who owns at least 5% of a corporation’s stock increases its ownership by more than 50 percentage points over its lowest ownership percentage within a specified testing period. Our existing NOLs or credits may be subject to limitations arising from previous ownership changes, including in connection with our recent private placements, IPO and other transactions. In addition, future changes in our stock ownership, many of which are outside of our control, could result in an ownership change under Sections 382 and 383 of the Code and our ability to utilize NOLs or credits may be impaired. Our NOLs or credits may also be impaired under state law. Accordingly, we may not be able to utilize a material portion of our NOLs or credits. Furthermore, our ability to utilize our NOLs or credits is conditioned upon our attaining profitability and generating U. S. federal and state taxable income. As described above under “Risk factors—Risks Related to Our Financial Position and Need for Additional Capital,” we have incurred significant net losses since our inception and anticipate that we will continue to incur significant losses for the foreseeable future; and therefore, we do not know whether or when we will generate the U.S. federal or state taxable income necessary to utilize our NOLs or credits that are subject to limitation by Sections 382 and 383 of the Code. The reduction of the corporate tax rate under the TCJA caused a reduction in the economic benefit of our net operating loss carryforwards and other deferred tax assets available to us. Under the TCJA, net operating loss carryforwards generated after December 31, 2017 will not be subject to expiration.

 

Risks Related to Our Intellectual Property

 

If we are unable to obtain and enforce patent protection for our product candidates and related technology, our business could be materially harmed.

We rely upon a combination of patents, trade secret protection and confidentiality agreements to protect the intellectual property related to our product candidates and technology. Any disclosure to or misappropriation by third parties of our confidential proprietary information could enable competitors to duplicate or surpass our technological achievements, eroding our competitive position in the market. Our patent applications may not result in issued patents, and, even if issued, the patents may be challenged and invalidated. Moreover, our patents and patent applications may not be sufficiently broad to prevent others from practicing our technologies or developing competing products. We also face the risk that others may independently develop similar or alternative technologies or may design around our proprietary property.

Issued patents may be challenged, narrowed, invalidated or circumvented. In addition, court decisions may introduce uncertainty in the enforceability or scope of patents owned by biotechnology companies. The legal systems of certain countries do not favor the aggressive enforcement of patents, and the laws of foreign countries may not allow us to protect our inventions with patents to the same extent as the laws of the United States. Because patent applications in the United States and many foreign jurisdictions are typically not published until 18 months after filing, or in some cases not at all, and because publications of discoveries in scientific literature lag behind actual discoveries, we cannot be certain that we were the first to make the inventions claimed in our issued patents or pending patent applications, or that we were the first to file for protection of the inventions set forth in our patents or patent applications. As a result, we may not be able to obtain or maintain protection for certain inventions. Therefore, the enforceability and scope of our patents in the United States and in foreign countries cannot be predicted with certainty and, as a result, any patents that we own, or license may not provide sufficient protection against competitors. We may not be able to obtain or maintain patent protection from our pending patent applications, from those we may file in the future, or from those we may license from third parties. Moreover, even if we are able to obtain patent protection, such patent protection may be of insufficient scope to achieve our business objectives.

Patent terms may be inadequate to protect our competitive position on our product candidates for an adequate amount of time. Patents have a limited lifespan. In the United States, the natural expiration of a patent is generally 20 years after its effective filing

48

 


date. Various extensions may be available; however, the life of a patent, and the protection it affords, is limited. Without patent protection for our product candidates, we may be open to competition from biosimilar or generic versions of our product candidates. Furthermore, the product development timeline for biotechnology products is lengthy and it is possible that our issued patents covering our product candidates in the United States and other jurisdictions may expire prior to commercial launch. For example, if we encounter delays in our development efforts, including our clinical trials, the period of time during which we could market our product candidates under patent protection could be reduced.

Our strategy depends on our ability to identify and seek patent protection for our discoveries. This process is expensive and time consuming, and we and our current or future licensors or licensees may not be able to file and prosecute all necessary or desirable patent applications at a reasonable cost or in a timely manner or in all jurisdictions where protection may be commercially advantageous. It is also possible that we or our current licensors or licensees, or any future licensors or licensees, may not identify patentable aspects of inventions made in the course of development and commercialization activities in time to obtain patent protection on them. Therefore, these and any of our patents and applications may not be prosecuted and enforced in a manner consistent with the best interests of our business. Defects of form in the preparation or filing of our patents or patent applications may exist, or may arise in the future, for example with respect to proper priority claims, inventorship, etc. If we or our current licensors or licensees, or any future licensors or licensees, fail to establish, maintain or protect such patents and other intellectual property rights, such rights may be reduced or eliminated. If our current licensors or licensees, or any future licensors or licensees, are not fully cooperative or disagree with us as to the prosecution, maintenance or enforcement of any patent rights, such patent rights could be compromised. If there are material defects in the form or preparation of our patents or patent applications, such patents or applications may be invalid and unenforceable. Despite our efforts to protect our proprietary rights, unauthorized parties may be able to obtain and use information that we regard as proprietary. The issuance of a patent does not ensure that it is valid or enforceable, so even if we obtain patents, they may not be valid or enforceable against third parties. In addition, the issuance of a patent does not give us the right to practice the patented invention. Third parties may have blocking patents that could prevent us from marketing our own patented product and practicing our own patented technology. Any of these outcomes could impair our ability to prevent competition from third parties, which may have an adverse impact on our business.

The patent landscapes in the fields of antibody, vaccine, adjuvant and adoptive cell therapy development, manufacture and commercialization are crowded. For example, we are aware of third-party patents directed to methods for identifying and producing therapeutic products such as antibodies, vaccines, adjuvants and adoptive cell therapies. We are also aware of third-party patents directed to products targeting numerous antigens for which we also seek to identify, develop, and commercialize products. For example, some patents claim products based on competitive binding with existing products, some claim products based on specifying sequence or other structural information, and some claim various methods of discovery, production, or use of such products.

These or other third-party patents could impact our freedom to operate in relation to our technology platforms, as well as in relation to development and commercialization of products identified by us as therapeutic candidates. As we discover and develop our candidates, we will continue to conduct analyses of these third-party patents to determine whether we believe we might infringe them, and if so, whether they would be likely to be deemed valid and enforceable if challenged. If we determine that a license for a given patent or family of patents is necessary or desirable, there can be no guarantee that a license would be available on favorable terms, or at all. Inability to obtain a license on favorable terms, should such a license be determined to be necessary or desirable, could, without limitation, result in increased costs to design around the third-party patents, delay product launch, or result in cancellation of the affected program or cessation of use of the affected technology.

Third parties may also seek to market biosimilar versions of any approved products. Alternatively, third parties may seek approval to market their own products similar to or otherwise competitive with our products. In these circumstances, we may need to defend and/or assert our patents, including by filing lawsuits alleging patent infringement. In any of these types of proceedings, a court or agency with jurisdiction may find our patents invalid and/or unenforceable. Even if we have valid and enforceable patents, these patents still may not provide protection against competing products or processes sufficient to achieve our business objectives.

Through our acquisitions of 4-AB, PhosImmune and certain assets of Celexion, we own, co-own, or have exclusive rights to a number of patents and patent applications directed to various methods and compositions, including methods for identifying therapeutic antibodies and product candidates arising out of such entities’ technology platforms. In particular, we own patents and patent applications relating to our Retrocyte DisplayTM technology platform, a high throughput antibody expression platform for the identification of fully-human and humanized monoclonal antibodies. This patent family is projected to expire between 2029 and 2031. Through our acquisition of PhosImmune, we own, co-own, or have exclusive rights to patents and patent applications directed to various methods and compositions, including a patent directed to methods for identifying phosphorylated proteins using mass spectrometry. This patent is projected to expire in 2023. In addition, as we advance our research and development efforts with our institutional and corporate collaborators, we are seeking patent protection for newly identified therapeutic antibodies and product candidates. We can provide no assurance that any of our patents, including the patents that we acquired or in-licensed in connection with our acquisitions of 4-AB, PhosImmune and certain assets of Celexion, will have commercial value, or that any of our existing or

49

 


future patent applications, including the patent applications that we acquired or in-licensed in connection with our acquisitions of 4-AB, PhosImmune and certain assets of Celexion, will result in the issuance of valid and enforceable patents.

The patent position of biopharmaceutical, pharmaceutical or biotechnology companies, including ours, is generally uncertain and involves complex legal and factual considerations. The standards which the USPTO and its foreign counterparts use to grant patents are not always applied predictably or uniformly and can change. There is also no uniform, worldwide policy regarding the subject matter and scope of claims granted or allowable in biopharmaceutical, pharmaceutical or biotechnology patents. The laws of some foreign countries do not protect proprietary information to the same extent as the laws of the United States, and many companies have encountered significant problems and costs in protecting their proprietary information in these foreign countries. Outside the United States, patent protection must be sought in individual jurisdictions, further adding to the cost and uncertainty of obtaining adequate patent protection outside of the United States. Accordingly, we cannot predict whether additional patents protecting our technology will issue in the United States or in foreign jurisdictions, or whether any patents that do issue will have claims of adequate scope to provide competitive advantage. Moreover, we cannot predict whether third parties will be able to successfully obtain claims or the breadth of such claims. The allowance of broader claims may increase the incidence and cost of patent interference proceedings, opposition proceedings, post-grant review, inter partes review, and/or reexamination proceedings, the risk of infringement litigation, and the vulnerability of the claims to challenge. On the other hand, the allowance of narrower claims does not eliminate the potential for adversarial proceedings and may fail to provide a competitive advantage. Our issued patents may not contain claims sufficiently broad to protect us against third parties with similar technologies or products or provide us with any competitive advantage.

 

If any of our owned or in-licensed patent applications do not issue as patents in any jurisdiction, we may not be able to compete effectively.

Changes in either the patent laws or their interpretation in the United States and other countries may diminish our ability to protect our inventions, obtain, maintain, and enforce our intellectual property rights and, more generally, could affect the value of our intellectual property or narrow the scope of our owned and licensed patents. With respect to our patent portfolio, as of the date of this filing, we own, co-own or have exclusive rights to approximately 31 issued United States patents and approximately 78 issued foreign patents. We also own, co-own or have exclusive rights to approximately 36 pending United States patent applications and approximately 259 pending foreign patent applications. Our patent positions, and those of other biopharmaceutical, pharmaceutical and biotechnology companies, are generally uncertain and involve complex legal, scientific, and factual questions. The standards which the United States Patent and Trademark Office (“USPTO”) uses to grant patents, and the standards which courts use to interpret patents, are not always applied predictably or uniformly and can change, particularly as new technologies develop. Consequently, the level of protection, if any, that will be provided by our patents if we attempt to enforce them and they are challenged, is uncertain. In addition, the type and extent of patent claims that will be issued to us in the future is uncertain. Any patents that are issued may not contain claims that permit us to stop competitors from using similar technology. With respect to both in- licensed and owned intellectual property, we cannot predict whether the patent applications we and our licensors are currently pursuing will issue as patents in any particular jurisdiction or whether the claims of any issued patents will provide sufficient protection from competitors or other third parties.

The patent prosecution process is expensive, time-consuming, and complex, and we may not be able to file, prosecute, maintain, enforce, or license all necessary or desirable patents and patent applications at a reasonable cost or in a timely manner. It is also possible that we will fail to identify patentable aspects of our research and development output in time to obtain patent protection. Although we enter into non-disclosure and confidentiality agreements with parties who have access to confidential or patentable aspects of our research and development output, such as our employees, corporate collaborators, outside scientific collaborators, contract research organizations, contract manufacturers, consultants, advisors and other third parties, any of these parties may breach such agreements and disclose such output before a patent application is filed, thereby jeopardizing our ability to seek patent protection. In addition, our ability to obtain and maintain valid and enforceable patents depends on whether the differences between our inventions and the prior art allow our inventions to be patentable over the prior art. Furthermore, publications of discoveries in the scientific literature often lag behind the actual discoveries, and patent applications in the United States and other jurisdictions are typically not published until 18 months after filing, or in some cases not at all. Therefore, we cannot be certain that we or our licensors were the first to make the inventions claimed in any of our owned or licensed patents or pending patent applications, or that we or our licensors were the first to file for patent protection of such inventions.

 

If the scope of any patent protection we obtain is not sufficiently broad, or if we lose any of our patent protection, our ability to prevent our competitors from commercializing similar or identical technology and product candidates would be adversely affected.

The patent position of biotechnology and pharmaceutical companies generally is highly uncertain, involves complex legal and factual questions, and has been the subject of much litigation in recent years. As a result, the issuance, scope, validity, enforceability, and commercial value of our patent rights are highly uncertain. Our approximately 40 pending United States patent applications and

50

 


approximately 260 pending foreign patent applications may not result in patents being issued which protect our product candidates or patents which effectively prevent others from commercializing competitive technologies and product candidates.

No consistent policy regarding the scope of claims allowable in patents in the biotechnology field has emerged in the United States. The patent situation outside of the United States is even more uncertain. Changes in either the patent laws or their interpretation in the United States and other countries may diminish our ability to protect our inventions and enforce our intellectual property rights, and more generally could affect the value of our intellectual property. In particular, our ability to stop third parties from making, using, selling, offering to sell, or importing products that infringe our intellectual property will depend in part on our success in obtaining and enforcing patent claims that cover our technology, inventions and improvements. With respect to both licensed and company-owned intellectual property, we cannot be sure that patents will be granted with respect to any of our pending patent applications or with respect to any patent applications filed by us in the future, nor can we be sure that any of our existing patents or any patents that may be granted to us in the future will be commercially useful in protecting our products and the methods used to manufacture those products. Moreover, even our issued patents do not guarantee us the right to practice our technology in relation to the commercialization of our products. The area of patent and other intellectual property rights in biotechnology is an evolving one with many risks and uncertainties, and third parties may have blocking patents that could be used to prevent us from commercializing our patented product candidates and practicing our proprietary technology. Our issued patent and those that may issue in the future may be challenged, invalidated, or circumvented, which could limit our ability to stop competitors from marketing related products or limit the length of the term of patent protection that we may have for our product candidates. In addition, the rights granted under any issued patents may not provide us with protection or competitive advantages against competitors with similar technology. Furthermore, our competitors may independently develop similar technologies. For these reasons, we may have competition for our product candidates. Moreover, because of the extensive time required for development, testing and regulatory review of a potential product, it is possible that, before any particular product candidate can be commercialized, any related patent may expire or remain in force for only a short period following commercialization, thereby reducing any advantage of the patent.

Moreover, the coverage claimed in a patent application can be significantly reduced before the patent is issued, and its scope can be reinterpreted after issuance. Even if patent applications we own or license issue as patents, they may not issue in a form that will provide us with any meaningful protection, prevent competitors or other third parties from competing with us, or otherwise provide us with any competitive advantage. Any patents that we own or in-license may be challenged, narrowed, circumvented, or invalidated by third parties. Consequently, we do not know whether our product candidates will be protectable or remain protected by valid and enforceable patents. Our competitors or other third parties may be able to circumvent our patents by developing similar or alternative technologies or products in a non-infringing manner which could materially adversely affect our business, financial condition, results of operations and prospects.

The issuance of a patent is not conclusive as to its inventorship, scope, validity, or enforceability, and patents that we own or license may be challenged in the courts or patent offices in the United States and abroad. We or our licensors may be subject to a third party preissuance submission of prior art to the USPTO or to foreign patent authorities or become involved in opposition, derivation, revocation, reexamination, post-grant and inter partes review, or interference proceedings or other similar proceedings challenging our owned or licensed patent rights. An adverse determination in any such submission, proceeding or litigation could reduce the scope of, or invalidate or render unenforceable, our owned or in-licensed patent rights, allow third parties to commercialize our product candidates, and compete directly with us, without payment to us, or result in our inability to manufacture or commercialize products without infringing third-party patent rights. Moreover, we, or one of our licensors, may have to participate in interference proceedings declared by the USPTO to determine priority of invention or in post-grant challenge proceedings, such as oppositions in a foreign patent office, that challenge our or our licensor’s priority of invention or other features of patentability with respect to our owned or in-licensed patents and patent applications. Such challenges may result in loss of patent rights, loss of exclusivity, or in patent claims being narrowed, invalidated, or held unenforceable, which could limit our ability to stop others from using or commercializing similar or identical technology and products, or limit the duration of the patent protection of our product candidates. Such proceedings also may result in substantial cost and require significant time from our scientists and management, even if the eventual outcome is favorable to us.

In addition, given the amount of time required for the development, testing, and regulatory review of new product candidates, patents protecting such product candidates might expire before or shortly after such product candidates are commercialized. As a result, our intellectual property may not provide us with sufficient rights to exclude others from commercializing products similar or identical to ours.

We may in the future co-own patent rights relating to future product candidates with third parties. Some of our in-licensed patent rights are, and may in the future be, co-owned with third parties. In addition, our licensors may co-own the patent rights we in-license with other third parties with whom we do not have a direct relationship. Our exclusive rights to certain of these patent rights are dependent, in part, on inter-institutional or other operating agreements between the joint owners of such patent rights, who are not parties to our license agreements. If our licensors do not have exclusive control of the grant of licenses under any such third-party co-

51

 


owners’ interest in such patent rights or we are otherwise unable to secure such exclusive rights, such co-owners may be able to license their rights to other third parties, including our competitors, and our competitors could market competing products and technology. In addition, we may need the cooperation of any such co- owners of our patent rights in order to enforce such patent rights against third parties, and such cooperation may not be provided to us. Any of the foregoing could have a material adverse effect on our competitive position, business, financial conditions, results of operations, and prospects.

If we fail to comply with our obligations under our intellectual property licenses with third parties, we could lose license rights that are important to our business.

We are currently party to various intellectual property license agreements. These license agreements impose, and we expect that future license agreements may impose, various diligence, milestone payment, royalty, insurance, prosecution, enforcement and other obligations on us. These licenses typically include an obligation to pay an upfront payment, yearly maintenance payments and royalties on sales. If we fail to comply with our obligations under the licenses, the licensors or licensees may have the right to terminate their respective license agreements, in which event we might not be able to market or obtain royalties or other revenue from any product that is covered by the agreements. Termination of the license agreements or reduction or elimination of our licensed rights may result in our having to negotiate new or reinstated licenses with less favorable terms, which could adversely affect our competitive business position and harm our business. In addition, court decisions may introduce uncertainty with respect to terms of a license agreement such as the impact of a challenge to the validity of a licensed patent on the payment obligations or termination rights of the license.

We may not be able to protect our intellectual property rights throughout the world.

Filing, prosecuting and defending patents on our product candidates in all countries throughout the world would be prohibitively expensive. The requirements for patentability may differ in certain countries, particularly developing countries. For example, China has a heightened requirement for patentability, and specifically requires a detailed description of medical uses of a claimed drug. In addition, the laws of some foreign countries do not protect intellectual property rights to the same extent as laws in the United States. Consequently, we may not be able to prevent third parties from practicing our inventions in all countries outside the United States. Competitors may use our technologies in jurisdictions where we have not obtained patent protection to develop their own products and, further, may export otherwise infringing products to territories where we have patent protection, but enforcement on infringing activities is inadequate. These products may compete with our product candidates, and our patents or other intellectual property rights may not be effective or sufficient to prevent them from competing.

Many companies have encountered significant problems in protecting and defending intellectual property rights in foreign jurisdictions. The legal systems of certain countries, particularly certain developing countries, do not favor the enforcement of patents and other intellectual property protection, particularly those relating to biopharmaceuticals, which could make it difficult for us to stop the infringement of our patents or marketing of competing products in violation of our proprietary rights generally. Proceedings to enforce our patent rights in foreign jurisdictions could result in substantial costs and divert our efforts and attention from other aspects of our business, could put our patents at risk of being invalidated or interpreted narrowly and our patent applications at risk of not issuing, and could provoke third parties to assert claims against us. We may not prevail in any lawsuits that we initiate and the damages or other remedies awarded, if any, may not be commercially meaningful. In addition, certain countries in Europe and certain developing countries, including India and China, have compulsory licensing laws under which a patent owner may be compelled to grant licenses to third parties. In those countries, we may have limited remedies if our patents are infringed or if we are compelled to grant a license to our patents to a third party, which could materially diminish the value of those patents. This could limit our potential revenue opportunities. Accordingly, our efforts to enforce our intellectual property rights around the world may be inadequate to obtain a significant commercial advantage from the intellectual property that we own or license. Finally, our ability to protect and enforce our intellectual property rights may be adversely affected by unforeseen changes in foreign intellectual property laws.

Obtaining and maintaining our patent protection depends on compliance with various procedural, documentary, fee payment and other requirements imposed by governmental patent agencies, and our patent protection could be reduced or eliminated for non-compliance with these requirements.

Periodic maintenance fees, renewal fees, annuity fees and various other governmental fees on patents and/or applications will be due to the USPTO and various foreign patent offices at various points over the lifetime of our patents and/or applications. We have systems in place to remind us to pay these fees, and we rely on our outside counsel or service providers to pay these fees when due. Additionally, the USPTO and various foreign patent offices require compliance with a number of procedural, documentary, fee payment and other similar provisions during the patent application process. We employ reputable law firms and other professionals to help us comply, and in many cases, an inadvertent lapse can be cured by payment of a late fee or by other means in accordance with rules applicable to the particular jurisdiction. However, there are situations in which noncompliance can result in abandonment or lapse of the patent or patent application, resulting in partial or complete loss of patent rights in the relevant jurisdiction. If such an

52

 


event were to occur, it could have a material adverse effect on our business. In addition, we are responsible for the payment of patent fees for patent rights that we have licensed from other parties.

If any licensor of these patents does not itself elect to make these payments, and we fail to do so, we may be liable to the licensor for any costs and consequences of any resulting loss of patent rights.

Changes in U.S. patent law could diminish the value of patents in general, thereby impairing our ability to protect our product candidates.

Obtaining and enforcing patents in the biopharmaceutical industry involves both technological and legal complexity, and therefore, is costly, time-consuming and inherently uncertain. In addition, the United States has enacted and implemented wide-ranging patent reform legislation. Further, recent U.S. Supreme Court rulings have either narrowed the scope of patent protection available in certain circumstances or weakened the rights of patent owners in certain situations. In addition to increasing uncertainty with regard to our ability to obtain patents in the future, this combination of events has created uncertainty with respect to the value of patents, once obtained.

For our U.S. patent applications containing a claim not entitled to priority before March 16, 2013, there is a greater level of uncertainty in the patent law. In September 2011, the Leahy-Smith America Invents Act, or the American Invents Act (“AIA”) was signed into law. The AIA includes a number of significant changes to U.S. patent law, including provisions that affect the way patent applications are prosecuted and also affect patent litigation. The USPTO has developed regulations and procedures to govern administration of the AIA, and many of the substantive changes to patent law associated with the AIA. It is not clear what other, if any, impact the AIA will have on the operation of our business. Moreover, the AIA and its implementation could increase the uncertainties and costs surrounding the prosecution of our patent applications and the enforcement or defense of our issued patents, all of which could have a material adverse effect on our business and financial condition.

An important change introduced by the AIA is that, as of March 16, 2013, the United States transitioned to a “first-inventor-to- file” system for deciding which party should be granted a patent when two or more patent applications are filed by different parties claiming the same invention. A third party that files a patent application in the USPTO after that date but before us could therefore be awarded a patent covering an invention of ours even if we had made the invention before it was made by the third party. This requires us to be cognizant going forward of the time from invention to filing of a patent application. Furthermore, our ability to obtain and maintain valid and enforceable patents depends on whether the differences between our technology and the prior art allow our technology to be patentable over the prior art. Since patent applications in the United States and most other countries are confidential for a period of time after filing, we cannot be certain that we were the first to either (i) file any patent application related to our product candidates or (ii) invent any of the inventions claimed in our patents or patent applications.

Among some of the other changes introduced by the AIA are changes that limit where a patentee may file a patent infringement suit and providing opportunities for third parties to challenge any issued patent in the USPTO. This applies to all of our U.S. patents, even those issued before March 16, 2013. Because of a lower evidentiary standard in USPTO proceedings compared to the evidentiary standard in United States federal court necessary to invalidate a patent claim, a third party could potentially provide evidence in a USPTO proceeding sufficient for the USPTO to hold a claim invalid even though the same evidence would be insufficient to invalidate the claim if first presented in a district court action. Accordingly, a third party may attempt to use the USPTO procedures to invalidate our patent claims that would not have been invalidated if first challenged by the third party as a defendant in a district court action.

If we are unable to protect the confidentiality of our proprietary information, the value of our technology and products could be adversely affected.

In addition to patent protection, we also rely on other proprietary rights, including protection of trade secrets, and other proprietary information. To maintain the confidentiality of trade secrets and proprietary information, we enter into confidentiality agreements with our employees, consultants, collaborators and others upon the commencement of their relationships with us. These agreements require that all confidential information developed by the individual or made known to the individual by us during the course of the individual’s relationship with us be kept confidential and not disclosed to third parties. Our agreements with employees and our personnel policies also provide that any inventions conceived by the individual in the course of rendering services to us shall be our exclusive property. However, we may not obtain these agreements in all circumstances, and individuals with whom we have these agreements may not comply with their terms. Thus, despite such agreement, such inventions may become assigned to third parties. In the event of unauthorized use or disclosure of our trade secrets or proprietary information, these agreements, even if obtained, may not provide meaningful protection, particularly for our trade secrets or other confidential information. To the extent that our employees, consultants or contractors use technology or know-how owned by third parties in their work for us, disputes may arise between us and those third parties as to the rights in related inventions. To the extent that an individual who is not obligated to assign

53

 


rights in intellectual property to us is rightfully an inventor of intellectual property, we may need to obtain an assignment or a license to that intellectual property from that individual, or a third party or from that individual’s assignee. Such assignment or license may not be available on commercially reasonable terms or at all.

Adequate remedies may not exist in the event of unauthorized use or disclosure of our proprietary information. The disclosure of our trade secrets would impair our competitive position and may materially harm our business, financial condition and results of operations. Costly and time-consuming litigation could be necessary to enforce and determine the scope of our proprietary rights, and failure to maintain trade secret protection could adversely affect our competitive business position. In addition, others may independently discover or develop our trade secrets and proprietary information, and the existence of our own trade secrets affords no protection against such independent discovery.

Depending upon the nature of the product and the specifics of the related FDA marketing approval, data exclusivity under the Biologics Price Competition and Innovation Act (“BPCIA”) or related laws in the U.S. or certain foreign countries and territories may be available for our products. The BPCIA provides that FDA shall not approve certain biosimilars from the date of first licensure of a reference product for 12 years, subject to certain restrictions. However, we may not obtain or be eligible for data exclusivity because of, for example, the nature of the product with respect to other products on the market, our relationships with our partners (including our licensors and licensees), failing to claim the exclusivity at the appropriate time or otherwise failing to satisfy applicable requirements. If we are unable to obtain data exclusivity, our competitors may obtain earlier approval of competing products, and our business, financial condition, results of operations and prospects could be materially harmed.

We may be subject to claims that our employees, consultants or independent contractors have wrongfully used or disclosed confidential information of third parties.

We may have received confidential and proprietary information from third parties. In addition, we employ individuals who were previously employed at other biopharmaceutical, biotechnology or pharmaceutical companies. We may be subject to claims that we or our employees, consultants or independent contractors have inadvertently or otherwise improperly used or disclosed confidential information of these third parties or our employees’ former employers. Further, we may be subject to ownership disputes in the future arising, for example, from conflicting obligations of consultants or others who are involved in developing our product candidates. We may also be subject to claims that former employees, consultants, independent contractors, collaborators or other third parties have an ownership interest in our patents or other intellectual property. Litigation may be necessary to defend against these and other claims challenging our right to and use of confidential and proprietary information. If we fail in defending any such claims, in addition to paying monetary damages, we may lose our rights therein. Such an outcome could have a material adverse effect on our business. Even if we are successful in defending against these claims, litigation could result in substantial cost and be a distraction to our management and employees.

Our commercial success depends significantly on our ability to operate without infringing the patents and other proprietary rights of third parties.

Our success will depend in part on our ability to operate without infringing the proprietary rights of third parties. Other entities may have or obtain patents or proprietary rights that could limit our ability to make, use, sell, offer for sale or import our future approved products or impair our competitive position. In particular, the patent landscapes around the discovery, development, manufacture and commercial use of our product candidates are crowded.

Third parties may have or obtain valid and enforceable patents or proprietary rights that could block us from developing product candidates using our technology. Our failure to obtain a license to any technology that we require may materially harm our business, financial condition and results of operations. Moreover, our failure to maintain a license to any technology that we require may also materially harm our business, financial condition, and results of operations. Furthermore, we would be exposed to a threat of litigation.

In the biopharmaceutical industry, significant litigation and other proceedings regarding patents, patent applications, trademarks and other intellectual property rights have become commonplace. The types of situations in which we may become a party to such litigation or proceedings include:

 

we or our collaborators may initiate litigation or other proceedings against third parties seeking to invalidate the patents held by those third parties or to obtain a judgment that our products or processes do not infringe those third parties’ patents;

 

if our competitors file patent applications that claim technology also claimed by us or our licensors or licensees, we or our licensors or licensees may be required to participate in interference, derivation or other proceedings to determine the priority of invention, which could jeopardize our patent rights and potentially provide a third party with a dominant patent position;

54

 


 

if third parties initiate litigation claiming that our processes or products infringe their patent or other intellectual property rights, we and our collaborators will need to defend against such proceedings; and

 

if a license to necessary technology is terminated, the licensor may initiate litigation claiming that our processes or products infringe or misappropriate their patent or other intellectual property rights and/or that we breached our obligations under the license agreement, and we and our collaborators would need to defend against such proceedings.

These lawsuits would be costly and could affect our results of operations and divert the attention of our management and scientific personnel. There is a risk that a court would decide that we or our collaborators are infringing the third party’s patents and would order us or our collaborators to stop the activities covered by the patents. In that event, we or our collaborators may not have a viable alternative to the technology protected by the patent and may need to halt work on the affected product candidate or cease commercialization of an approved product. In addition, there is a risk that a court will order us or our collaborators to pay the other party damages. An adverse outcome in any litigation or other proceeding could subject us to significant liabilities to third parties and require us to cease using the technology that is at issue or to license the technology from third parties. We may not be able to obtain any required licenses on commercially acceptable terms or at all. Any of these outcomes could have a material adverse effect on our business.

The biopharmaceutical industry has produced a significant number of patents, and it may not always be clear to industry participants, including us, which patents cover various types of products or methods of use. The coverage of patents is subject to interpretation by the courts, and the interpretation is not always uniform or predictable. If we are sued for patent infringement, we would need to demonstrate that our products or methods either do not infringe the patent claims of the relevant patent or that the patent claims are invalid, and we may not be able to do this. Proving invalidity is difficult. For example, in the United States, proving invalidity requires a showing of clear and convincing evidence to overcome the presumption of validity enjoyed by issued patents. Even if we are successful in these proceedings, we may incur substantial costs and divert management’s time and attention in pursuing these proceedings, which could have a material adverse effect on us. If we are unable to avoid infringing the patent rights of others, we may be required to seek a license, defend an infringement action or challenge the validity of the patents in court. Patent litigation is costly and time consuming. We may not have sufficient resources to bring these actions to a successful conclusion. In addition, if we do not obtain a license, develop or obtain non-infringing technology, fail to defend an infringement action successfully or have infringed patents declared invalid, we may incur substantial monetary damages, encounter significant delays in bringing our product candidates to market and be precluded from manufacturing or selling our product candidates.

The cost of any patent litigation or other proceeding, even if resolved in our favor, could be substantial. Some of our competitors may be able to sustain the cost of such litigation and proceedings more effectively than we can because of their substantially greater resources. Uncertainties resulting from the initiation and continuation of patent litigation or other proceedings could have a material adverse effect on our ability to compete in the marketplace. Patent litigation and other proceedings may also absorb significant management time.  

We may not identify relevant third-party patents or may incorrectly interpret the relevance, scope or expiration of a third-party patent which might adversely affect our ability to develop and market our product candidates.

We cannot guarantee that any of our or our licensors’ patent searches or analyses, including the identification of relevant patents, the scope of patent claims or the expiration of relevant patents, are complete or thorough, nor can we be certain that we have identified each and every third-party patent and pending patent application in the United States and abroad that is relevant to or necessary for the commercialization of our product candidates in any jurisdiction. For example, U.S. patent applications filed before November 29, 2000 and certain U.S. patent applications filed after that date that will not be filed outside the United States remain confidential until patents issue. Patent applications in the United States and elsewhere are published approximately 18 months after the earliest filing for which priority is claimed, with such earliest filing date being commonly referred to as the priority date. Therefore, patent applications covering our product candidates could have been filed by third parties without our knowledge. Additionally, pending patent applications that have been published can, subject to certain limitations, be later amended in a manner that could cover our product candidates or the use of our product candidates. The scope of a patent claim is determined by an interpretation of the law, the written disclosure in a patent and the patent’s prosecution history. Our interpretation of the relevance or the scope of a patent or a pending application may be incorrect, which may negatively impact our ability to market our product candidates. We may incorrectly determine that our product candidates are not covered by a third-party patent or may incorrectly predict whether a third party’s pending application will issue with claims of relevant scope. Our determination of the expiration date of any patent in the United States or abroad that we consider relevant may be incorrect, which may negatively impact our ability to develop and market our product candidates. Our failure to identify and correctly interpret relevant patents may negatively impact our ability to develop and market our product candidates.

If we fail to identify and correctly interpret relevant patents, we may be subject to infringement claims. We cannot guarantee that we will be able to successfully settle or otherwise resolve such infringement claims. If we fail in any such dispute, in addition to

55

 


being forced to pay damages, which may be significant, we may be temporarily or permanently prohibited from commercializing any of our product candidates that are held to be infringing. We might, if possible, also be forced to redesign product candidates so that we no longer infringe the third-party intellectual property rights. Any of these events, even if we were ultimately to prevail, could require us to divert substantial financial and management resources that we would otherwise be able to devote to our business and could adversely affect our business, financial condition, results of operations and prospects.

We may become involved in lawsuits to protect or enforce our patents, which could be expensive, time consuming and unsuccessful.

Third parties may infringe or misappropriate our intellectual property, including our existing patents, patents that may issue to us in the future, or the patents of our licensors or licensees to which we have a license. As a result, we may be required to file infringement claims to stop third-party infringement or unauthorized use. Further, we may not be able to prevent, alone or with our licensors or licensees, misappropriation of our intellectual property rights, particularly in countries where the laws may not protect those rights as fully as in the United States.

If we or one of our licensors or licensees were to initiate legal proceedings against a third party to enforce a patent covering our product candidates, the defendant could counterclaim that the patent covering our product candidates is invalid and/or unenforceable. In patent litigation in the United States, defendant counterclaims alleging invalidity and/or unenforceability are commonplace, and there are numerous grounds upon which a third party can assert invalidity or unenforceability of a patent.

In addition, within and outside of the United States, there has been a substantial amount of litigation and administrative proceedings, including interference and reexamination proceedings before the USPTO or oppositions and other comparable proceedings in various foreign jurisdictions, regarding patent and other intellectual property rights in the biopharmaceutical industry. Notably, the AIA, introduced new procedures, including inter partes review and post grant review. These procedures may be used by competitors to challenge the scope and/or validity of our patents, including those patents perceived by our competitors as blocking entry into the market for their products, and the outcome of such challenges.

Even after they have been issued, our patents and any patents which we license may be challenged, narrowed, invalidated or circumvented. If our patents are invalidated or otherwise limited or will expire prior to the commercialization of our product candidates, other companies may be better able to develop products that compete with ours, which could adversely affect our competitive business position, business prospects and financial condition.

The following are non-exclusive examples of litigation and other adversarial proceedings or disputes that we could become a party to involving our patents or patents licensed to us:

 

we or our collaborators may initiate litigation or other proceedings against third parties to enforce our patent rights;

 

third parties may initiate litigation or other proceedings seeking to invalidate patents owned by or licensed to us or to obtain a declaratory judgment that their product or technology does not infringe our patents or patents licensed to us;

 

third parties may initiate opposition proceedings, post-grant review, inter partes review, or reexamination proceedings challenging the validity or scope of our patent rights, requiring us or our collaborators and/or licensors or licensees to participate in such proceedings to defend the validity and scope of our patents;

 

there may be a challenge or dispute regarding inventorship or ownership of patents currently identified as being owned by or licensed to us;

 

the USPTO may initiate an interference or derivation proceeding between patents or patent applications owned by or licensed to us and those of our competitors, requiring us or our collaborators and/or licensors or licensees to participate in an interference or derivation proceeding to determine the priority of invention, which could jeopardize our patent rights; or

 

third parties may seek approval to market biosimilar versions of our future approved products prior to expiration of relevant patents owned by or licensed to us, requiring us to defend our patents, including by filing lawsuits alleging patent infringement.

These lawsuits and proceedings would be costly and could affect our results of operations and divert the attention of our managerial and scientific personnel. There is a risk that a court or administrative body could decide that our patents are invalid or not infringed by a third party’s activities, or that the scope of certain issued claims must be further limited. An adverse outcome in a litigation or proceeding involving our own patents could limit our ability to assert our patents against these or other competitors, affect our ability to receive royalties or other licensing consideration from our licensees, and may curtail or preclude our ability to exclude third parties from making, using and selling similar or competitive products. An adverse outcome may also put our pending patent applications at risk of not issuing, or issuing with limited and potentially inadequate scope to cover our product candidates. The outcome following legal assertions of invalidity and unenforceability is unpredictable. With respect to the validity question, for

56

 


example, we cannot be certain that there is no invalidating prior art, of which we and the patent examiner were unaware during prosecution. Additionally, it is also possible that prior art of which we are aware, but which we do not believe affects the validity or enforceability of a claim, may, nonetheless, ultimately be found by a court of law or an administrative panel to affect the validity or enforceability of a claim, for example, if a priority claim is found to be improper. If a defendant were to prevail on a legal assertion of invalidity and/or unenforceability, we could lose at least part, and perhaps all, of the patent protection on our relevant product candidates. Such a loss of patent protection could have a material adverse impact on our business.

Furthermore, because of the substantial amount of discovery required in connection with intellectual property litigation or administrative proceedings, there is a risk that some of our confidential information could be compromised by disclosure. In addition, during the course of litigation or administrative proceedings, there could be public announcements of the results of hearings, motions or other interim proceedings or developments or public access to related documents. If investors perceive these results to be negative, the market price for our common stock could be significantly harmed. Any of these occurrences could adversely affect our competitive business position, business prospects, and financial condition.

Intellectual property rights do not necessarily address all potential threats to our competitive advantage. The degree of future protection for our proprietary rights is uncertain because legal means afford only limited protection and may not adequately protect our rights or permit us to gain or keep our competitive advantage. For example:

 

others may be able to develop a platform that is similar to, or better than, ours in a way that is not covered by the claims of our patents;

 

others may be able to make compounds that are similar to our product candidates but that are not covered by the claims of our patents;

 

we might not have been the first to make the inventions covered by patents or pending patent applications;

 

we might not have been the first to file patent applications for these inventions;

 

any patents that we obtain may not provide us with any competitive advantages or may ultimately be found invalid or unenforceable; or

 

we may not develop additional proprietary technologies that are patentable.

If we do not obtain patent term extension and/or data exclusivity for any product candidates we may develop, our business may be materially harmed.

Depending upon the timing, duration and specifics of any FDA marketing approval of any product candidates we may develop, one or more of our owned or in-licensed U.S. patents may be eligible for limited patent term extension under the Hatch-Waxman Act. The Hatch-Waxman Act permits a patent term extension of up to five years as compensation for patent term lost during the FDA regulatory review process. A patent term extension cannot extend the remaining term of a patent beyond a total of 14 years from the date of product approval, only one patent may be extended and only those claims covering the approved drug, a method for using it, or a method for manufacturing it may be extended. Similar extensions as compensation for patent term lost during regulatory review processes are also available in certain foreign countries and territories, such as in Europe under a Supplementary Patent Certificate. However, we may not be granted an extension in the United States and/or foreign countries and territories because of, for example, failing to exercise due diligence during the testing phase or regulatory review process, failing to apply within applicable deadlines, failing to apply prior to expiration of relevant patents, or otherwise failing to satisfy applicable requirements. Moreover, the applicable time period or the scope of patent protection afforded could be less than we request. If we are unable to obtain patent term extension or the term of any such extension is shorter than what we request, our competitors may obtain approval of competing products following our patent expiration, and our business, financial condition, results of operations and prospects could be materially harmed.

We may be subject to claims challenging the inventorship of our patents and other intellectual property.

We or our licensors may be subject to claims that former employees, collaborators or other third parties have an interest in our owned or in-licensed patent rights, trade secrets, or other intellectual property as an inventor or co-inventor. For example, we or our licensors may have inventorship disputes arise from conflicting obligations of employees, consultants or others who are involved in developing our product candidates. Litigation may be necessary to defend against these and other claims challenging inventorship or our licensors’ ownership of our owned or in-licensed patent rights, trade secrets or other intellectual property. If we or our licensors fail in defending any such claims, in addition to paying monetary damages, we may lose valuable intellectual property rights, such as exclusive ownership of, or right to use, intellectual property that is important to our product candidates. Even if we are successful in defending against such claims, litigation could result in substantial costs and be a distraction to management and other employees. Any of the foregoing could have a material adverse effect on our business, financial condition, results of operations and prospects.

57

 


If our trademarks and trade names are not adequately protected, then we may not be able to build name recognition in our markets of interest and our business may be adversely affected.

Our registered or unregistered trademarks or trade names may be challenged, infringed, circumvented or declared generic or determined to be infringing on other marks. We may not be able to protect our rights to these trademarks and trade names, which we need to build name recognition among potential partners or customers in our markets of interest. At times, competitors or other third parties may adopt trade names or trademarks similar to ours, thereby impeding our ability to build brand identity and possibly leading to market confusion. We also have partners who may market or refer to our trademarks or trade names and may use the trademarks or trade names is ways that impair our branding strategy. Recepta and Betta Pharmaceuticals have rights to balstilimab and zalifrelimab in certain South American countries and greater China, respectively, and each may adopt a marketing strategy, including use or registration of trademarks and tradenames, that could impair our brand identity or strategy and possibly cause market confusion. If we assert trademark infringement claims, a court may determine that the marks we have asserted are invalid or unenforceable, or that the party against whom we have asserted trademark infringement has superior rights to the marks in question. In this case, we could ultimately be forced to cease use of such trademarks. In addition, there could be potential trade name or trademark infringement claims brought by owners of other registered trademarks or trademarks that incorporate variations of our registered or unregistered trademarks or trade names. Over the long term, if we are unable to establish name recognition based on our trademarks and trade names, then we may not be able to compete effectively and our business may be adversely affected. Our efforts to enforce or protect our proprietary rights related to trademarks, trade secrets, domain names, copyrights or other intellectual property may be ineffective and could result in substantial costs and diversion of resources and could adversely affect our business, financial condition, results of operations and prospects.

Intellectual property rights do not necessarily address all potential threats.

The degree of future protection afforded by our intellectual property rights is uncertain because intellectual property rights have limitations and may not adequately protect our business or permit us to maintain our competitive advantage. For example:

 

others may be able to make products that are similar to our product candidates or utilize similar technology but that are not covered by the claims of the patents that we license or may own;

 

we, or our current or future licensors or collaborators, might not have been the first to make the inventions covered by the issued patent or pending patent application that we license or own now or in the future;

 

we, or our current or future licensors or collaborators, might not have been the first to file patent applications covering certain of our or their inventions;

 

others may independently develop similar or alternative technologies or duplicate any of our technologies without infringing our owned or licensed intellectual property rights;

 

it is possible that our current or future pending owned or licensed patent applications will not lead to issued patents;

 

issued patents that we hold rights to may be held invalid or unenforceable, including as a result of legal challenges by our competitors or other third parties;

 

our competitors or other third parties might conduct research and development activities in countries where we do not have patent rights and then use the information learned from such activities to develop competitive products for sale in our major commercial markets;

 

we may not develop additional proprietary technologies that are patentable;

 

the patents of others may harm our business; and

 

we may choose not to file a patent in order to maintain certain trade secrets or know-how, and a third party may subsequently file a patent covering such intellectual property.

Should any of these events occur, they could have a material adverse effect on our business, financial condition, results of operations and prospects.

 

Risks Related to Business Operations, Employee Matters and Managing Growth

We have undergone significant growth across multiple locations over the past few years and are focusing on further enhancing core areas and capabilities as we move toward commercialization. In addition, we have consolidated certain sites while expanding others to focus on our core priorities and future needs. We may encounter difficulties in managing these growth and/or consolidation efforts, either of which could disrupt our operations.

Over the past several years, we have expanded our headcount through various acquisitions and the expansion of our research, development and manufacturing infrastructure and activities both nationally and internationally. To manage these organizational changes, we must continue to implement and improve our managerial, operational and financial systems and continue to recruit, train

58

 


and retain qualified personnel. If our management is unable to effectively manage our growth, our expenses may increase more than expected, our timelines may be delayed, our ability to generate revenue could be reduced, and we may not be able to implement our business strategy.

As part of our efforts to optimize efficiency across our organization, we previously closed offices in Germany and Switzerland and consolidated these operations in the UK. In January 2020, our subsidiary MiNK closed its Waterloo, Belgium office and consolidated those operations in our Lexington, MA facility. In March 2020, as a result of the COVID-19 pandemic, we completed a company-wide reduction in force. If these transition efforts prove to be unsuccessful, or if we identify management or operational gaps in connection with our changes, it could cause delays in discovery timelines and increased costs for certain of our internal and partnered programs, which also could have an adverse effect on our business, financial condition and results of operations. We are still in the process of liquidating 4-AB and transferring intellectual property rights from Switzerland to the United States or elsewhere. There could be adverse tax consequences resulting from this migration of intellectual property rights, which could have an adverse effect on our business and operations.

Product liability and other claims against us may reduce demand for our products and/or result in substantial damages.

We face an inherent risk of product liability exposure related to testing our product candidates in human clinical trials and manufacturing antibodies in our Berkeley, CA facility and may face even greater risks if we ever sell products commercially. An individual may bring a product liability claim against us if one of our product candidates causes, or merely appears to have caused, an injury. Product liability claims may result in:

 

regulatory investigations;

 

injury to our reputation;

 

withdrawal of clinical trial volunteers;

 

costs of related litigation;

 

substantial monetary awards to plaintiffs; and

 

decreased demand for any future products.

We have limited product liability coverage for use of our product candidates. Our product liability policy provides $10.0 million aggregate coverage and $10.0 million per occurrence coverage. This limited insurance coverage may be insufficient to fully cover us for future claims.

We are also subject to laws generally applicable to businesses, including but not limited to, federal, state and local wage and hour, employee classification, mandatory healthcare benefits, unlawful workplace discrimination and whistle-blowing. Any actual or alleged failure to comply with any regulation applicable to our business or any whistle-blowing claim, even if without merit, could result in costly litigation, regulatory action or otherwise harm our business, results of operations, financial condition, cash flow and future prospects.

We are highly reliant on certain members of our management team. In addition, we have limited internal resources and if we fail to recruit and/or retain the services of key employees and external consultants as needed, we may not be able to achieve our strategic and operational objectives.

Garo H. Armen, Ph.D., the Chairman of our Board of Directors and our Chief Executive Officer who co-founded the Company in 1994 is integral to building our company and developing our technology. Jennifer Buell, Ph.D., a consultant and member of Agenus' Executive Council is also a key member of our management team. If either Dr. Armen or Dr. Buell is unable or unwilling to continue his or her relationship with Agenus, our business may be adversely impacted. We have an employment agreement with Dr. Armen. Dr. Armen plays an important role in our day-to-day activities, and we do not carry key employee insurance policies for Dr. Armen or any other employee. The loss of the services of Dr. Armen or Dr. Buell, other key employees, and other scientific and medical advisors, and our inability to find suitable replacements could result in delays in product development and harm our business. Dr. Buell also serves as Chief Executive Officer for MiNK Therapeutics, and Dr. Armen is Chairman of the Board of Directors of MiNK Therapeutics.

The bulk of our operations are conducted at our facilities in Cambridge, UK, Lexington, MA and Berkeley, CA. The Cambridge, New England and Northern California regions are headquarters to many other biopharmaceutical companies and many academic and research institutions. Competition for skilled personnel in our market is intense and may limit our ability to hire and retain highly qualified personnel on acceptable terms or at all.

59

 


Our future growth success depends to a significant extent on the skills, experience and efforts of our executive officers and key members of our clinical and scientific staff. We face intense competition for qualified individuals from other pharmaceutical, biopharmaceutical and biotechnology companies, as well as academic and other research institutions. To attract and retain employees at our company, in addition to salary and cash incentives, we have provided stock options that vest over time. The value to employees of stock options that vest over time may be significantly affected by movements in our stock price that are beyond our control, and may at any time be insufficient to counteract more lucrative offers from other companies. Despite our efforts to retain valuable employees, members of our management, scientific and development teams may terminate their employment with us on short notice. Employment of our key employees is at-will, which means that any of our employees could leave our employment at any time, with or without notice. We may be unable to retain our current personnel or attract or assimilate other highly qualified management and clinical personnel in the future on acceptable terms. The loss of any or all of these individuals could harm our business and could impair our ability to support our collaboration partners or our growth generally.

Our internal computer systems, or those of our third-party CROs, CMOs, licensees, collaborators or other contractors or consultants, may fail or suffer security breaches, which could result in a material disruption in our business and operations or could subject us to sanctions and penalties that could have a material adverse effect on our reputation or financial condition.

Despite the implementation of security measures, our internal computer systems and those of our current and future CROs, CMOs, licensees, collaborators and other contractors and consultants are vulnerable to damage from computer viruses, unauthorized access, natural disasters, terrorism, war and telecommunication and electrical failures. Potential vulnerabilities can also be exploited from inadvertent or intentional actions of our employees, third-party vendors, business partners, or by malicious third parties. Attacks of this nature are increasing in their frequency, levels of persistence, sophistication and intensity, and are being conducted by sophisticated and organized groups and individuals with a wide range of motives (including, but not limited to, industrial espionage) and expertise, including organized criminal groups, “hacktivists,” nation states and others. In July 2020, the United States Government charged a pair of Chinese hackers working on behalf of China’s intelligence service in relation to the hacking of U.S. based biotechnology companies researching COVID-19 vaccines. In addition to the extraction of sensitive information, such attacks could include the deployment of harmful malware, ransomware, denial-of-service attacks, social engineering and other means to affect service reliability and threaten the confidentiality, integrity and availability of information. In addition, the prevalent use of mobile devices increases the risk of data security incidents. While we are not aware of any such material system failure, accident or security breach to date, if such an event were to occur and cause interruptions in our operations, it could result in a material disruption of our development programs and our business operations. For example, the loss of clinical trial data from completed, on-going or future clinical trials could result in delays in our regulatory approval efforts and significant costs to recover or reproduce the data. Likewise, we rely on third parties to manufacture certain of our drug candidates and conduct clinical trials, and similar events relating to their computer systems could also have a material adverse effect on our business. To the extent that any disruption or security breach were to result in a loss of, or damage to, our data or applications, or inappropriate disclosure of confidential or proprietary information, we could incur liabilities and the further development and commercialization of our product candidates could be delayed. We do not maintain cyber liability insurance and would therefore have no coverage for any losses resulting from any data security incident.

We use and store customer, vendor, employee and business partner and, in certain instances patient, personally identifiable information in the ordinary course of our business. We are subject to various domestic and international privacy and security regulations, including but not limited to the HIPAA, which mandates, among other things, the adoption of uniform standards for the electronic exchange of information in common healthcare transactions, as well as standards relating to the privacy and security of individually identifiable health information, which require the adoption of administrative, physical and technical safeguards to protect such information. In addition, many states have enacted comparable laws addressing the privacy and security of health information, some of which are more stringent than HIPAA. Failure to comply with these standards, or a computer security breach or cyber-attack that affects our systems or results in the unauthorized release of proprietary or personally identifiable information, could subject us to criminal penalties and civil sanctions, and our reputation could be materially damaged, and our operations could be impaired. We may also be exposed to a risk of loss or litigation and potential liability, which could have a material adverse effect on our business, results of operations and financial condition.

Natural or man-made calamities, or public health crises, could disrupt our business and materially adversely affect our operations and those of our strategic partners.

Our operations, and those of our CROs, CMOs, and other contractors and consultants together with regulatory agencies such as the FDA or EMA, could be subject to earthquakes, power shortages, telecommunications failures, water shortages, floods, hurricanes, typhoons, fires, extreme weather conditions, medical epidemics and other natural or man-made disasters or business interruptions. The occurrence of any of these business disruptions could prevent us, or our collaborators and business partners or regulators, from using all or a significant portion of our, or their, facilities or disrupt our supply chain, and, it may be difficult or, in certain cases, impossible for us to continue certain activities, such as for example our manufacturing capabilities, for a substantial period of time. The disaster recovery and business continuity plans we have in place currently are limited and are unlikely to prove adequate in the event of a

60

 


serious disaster or similar event. We may incur substantial expenses and delays as a result of the limited nature of our disaster recovery and business continuity plans, which could have a material adverse effect on our business. We rely in part on third-party manufacturers to produce and process some of our product candidates. Our ability to obtain some of our clinical supplies of our product candidates could be disrupted if the operations of these suppliers are affected by a man-made or natural disaster or other business interruption.

We own an antibody pilot plant manufacturing facility and lease additional office space in Berkeley, CA. This location is in an area of seismic activity near active earthquake faults and active wildfire activity. In October 2019, Pacific Gas and Electric Company (“PG&E”), the utility supplier for our Berkeley, CA facility provided notice to all residents and businesses in Almeda County (where Berkeley, CA is located) that it would shut off power to the county for a multiday period due to the risk of wildfires. The emergency backup generators located at our Berkeley, CA facility are not able to power the entire facility and only have enough fuel capacity to provide emergency power for a few hours. We have plans in place to maintain the fuel supply of our generators in the event of an extended power interruption, but there is no guarantee that such plans will be adequate to maintain emergency power at our Berkeley, CA facility. In addition, many of our employees reside in Alameda County and may be unable to leave home for the duration of any power shut off. While PG&E did not shut off power to our facility in October 2019, PG&E may do so in the future on short notice. We do not maintain earthquake insurance coverage for our owned and leased properties in Berkeley, CA.

In March 2020, we put in place a number of protective measures in response to the COVID-19 pandemic. These measures include cancelling all commercial business travel, requesting employees to limit non-essential personal travel, asking some employees to self-quarantine at home, adjusting our facilities janitorial and sanitary policies, encouraging employees to work from home to the extent their job function enables them to do so, staggering the working hours of employees that are unable to perform their duties remotely and reconfiguring our facilities for physical distancing. We are revisiting these measures on a regular basis as the pandemic evolves, and we are likely to take additional action as we learn more and as instruction is provided by national, state and local governmental agencies. These measures have resulted, and any future actions are likely to result, in a disruption to our business. Our employees are also impacted by the closures of their children’s schools for lengthy periods of time. For instance, in both California and Massachusetts, all public and private elementary and secondary schools were closed for the duration of the 2019-2020 academic year, leaving many of our employees with no choice but to work from home while also caring for their children, which caused a loss in employee productivity. We expect this state of affairs to continue for the duration of the pandemic. In addition, in March 2020, the United States government announced that it would suspend air travel between the United States and parts of Europe for a 30-day period and subsequently revised this suspension to include the UK, where we have an office and employees. Starting in July 2020, the European Union banned entry by travelers from the US. In the event the governments in Massachusetts, California or the UK further extend their shelter in place orders, travel bans, or otherwise prohibit employees from going to work for a longer period of time, our business will be disrupted and our programs and timelines are likely to be delayed, depending on the ultimate length and severity of the mandate. Not all of our employees are able to perform their duties or function remotely.

The operations of our strategic partners could also be impacted by calamities or public health crises, which could materially and adversely affect our cash resources and operations. For instance, at the beginning of 2020, we projected receipt of approximately $60.0 million of cash milestone payments from existing partners in 2020. Although we did receive $25.1 million of this in 2020, as a result of the impact of COVID-19 on our partner’s programs and trials, the remaining $35.0 million was delayed and not received in 2020, which impacts our cash runway and ability to fund our operations. Additional delays resulting from COVID-19 or other crises are likely to materially adversely affect our business.  

Failure to realize the anticipated benefits of our strategic acquisitions and licensing transactions could adversely affect our business, operations and financial condition.

An important part of our business strategy has been to identify and advance a pipeline of product candidates by acquiring and in-licensing product candidates, technologies and businesses that we believe are a strategic fit with our existing business. Since we acquired 4-AB in 2014, we have completed numerous additional strategic acquisitions and licensing transactions. The ultimate success of these strategic transactions entails numerous operational and financial risks, including:

 

higher than expected development and integration costs;

 

difficulty in combining the technologies, operations and personnel of acquired businesses with our technologies, operations and personnel;

 

exposure to unknown liabilities;

 

difficulty or inability to form a unified corporate culture across multiple office sites both nationally and internationally;

 

inability to retain key employees of acquired businesses;

 

disruption of our business and diversion of our management’s time and attention; and

61

 


 

 

difficulty or inability to secure financing to fund development activities for such acquired or in-licensed product candidates, technologies or businesses.

We have limited resources to integrate acquired and in-licensed product candidates, technologies and businesses into our current infrastructure, and we may fail to realize the anticipated benefits of our strategic transactions. Any such failure could have an adverse effect on our business, operations and financial condition.

Our subsidiary, MiNK Therapeutics, successfully closed an IPO in October 2021. We have made substantial investments in MiNK Therapeutics. There is no guarantee that it will be able to continue to attract funding from other sources, and, even if the business receives such funding, there is no guarantee that it will be successful.

MiNK Therapeutics, a subsidiary of Agenus, closed an IPO in October 2021. We own 26,332,958 shares, representing 78.7% of MiNK Therapeutics’ Common Stock. There is no guarantee that MiNK will be able to attract external funding in the future. If funding is available, there is no guarantee that it will be on attractive or acceptable terms, or that it will be adequate to advance the business to an inflection point for additional funding. Similarly, there is no guarantee that partnership opportunities will be available on attractive terms, if at all. Even if adequate funding and partnership opportunities are available, there is no guarantee that MiNK Therapeutics will be successful in advancing one or more product candidates through clinical development.

We have previously disclosed our interest in potentially issuing a tax-free dividend to Agenus’ stockholders in the form of stock of MiNK Therapeutics. There is no guarantee that any such dividend will be tax-free or that it will be issued at all, or the timing thereof. If we issue a dividend in the form of stock, there could be adverse tax consequences for certain of our stockholders.

 

Risks Related to our Common Stock

The trading volume and public trading price of our common stock has been volatile.

During the period from our initial public offering on February 4, 2000 to December 31, 2021, and the year ended December 31, 2021, the closing price of our common stock has fluctuated between $1.59 (or $0.27 pre-reverse stock split) and $315.78 (or $52.63 pre-reverse stock split) per share and $2.56 and $6.63 per share, respectively. The average daily trading volume for the year ended December 31, 2021 was approximately 4,175,480 shares, while the average daily trading volume for the year ended December 31, 2020 was approximately 2,557,223 shares. The market may experience significant price and volume fluctuations that are often unrelated to the operating performance of individual companies. In addition to general market volatility, many factors may have a significant adverse effect on the market price of our stock, including:

 

continuing operating losses, which we expect over the next several years if we are able to transition to a commercial organization;

 

announcements of decisions made by public officials or delays in any such announcements;

 

results of our pre-clinical studies and clinical trials or delays in anticipated timing;

 

delays in our regulatory filings or those of our partners;

 

announcements of new collaboration agreements with strategic partners or developments by our existing collaboration partners;

 

announcements of acquisitions;

 

announcements of technological innovations, new commercial products, failures of products, or progress toward commercialization by our competitors or peers;

 

failure to realize the anticipated benefits of acquisitions;

 

developments concerning proprietary rights, including patent and litigation matters;

 

publicity regarding actual or potential results with respect to product candidates under development;

 

quarterly fluctuations in our financial results, including our average monthly cash used in operating activities;

 

variations in the level of expenses related to any of our product candidates or clinical development programs;

 

additions or departures of key management or scientific personnel;

 

conditions or trends in the biopharmaceutical, biotechnology and pharmaceutical industries generally;

 

other events or factors, including those resulting from war, incidents of terrorism, natural disasters or responses to these events;

 

changes in accounting principles;

 

general economic and market conditions and other factors that may be unrelated to our operating performance or the operating performance of our competitors, including changes in market valuations of similar companies; and

 

sales of common stock by us or our stockholders in the future, as well as the overall trading volume of our common stock.

62

 


 

In the past, securities class action litigation has often been brought against a company following a significant decline in the market price of its securities. This risk is especially relevant for us because many biopharmaceutical, biotechnology and pharmaceutical companies experience significant stock price volatility.

The trading market for our common stock will depend in part on the research and reports that securities or industry analysts publish about us or our business. If one or more of the analysts who covers us downgrades our stock, or publishes inaccurate or unfavorable research about our business, our stock price would likely decline. If one or more of these analysts ceases coverage of us or fails to publish reports on us regularly, demand for our stock could decrease, which could cause our stock price and trading volume to decline.

We do not intend to pay cash dividends on our common stock and, consequently your ability to obtain a return on your investment will depend on appreciation in the price of our common stock.

We have never declared or paid any cash dividend on our common stock and do not intend to do so in the foreseeable future. We currently anticipate that we will retain future earnings for the development, operation and expansion of our business. Therefore, the success of an investment in shares of our common stock will depend upon any future appreciation in their value. There is no guarantee that shares of our common stock will appreciate in value or maintain their current value.

Failure to maintain effective internal controls in accordance with Section 404 of the Sarbanes-Oxley Act of 2002 and to comply with changing regulation of corporate governance and public disclosure could have a material adverse effect on our operating results and the price of our common stock.

The Sarbanes-Oxley Act of 2002 and rules adopted by the SEC and Nasdaq have resulted in significant costs to us. In particular, our efforts to comply with Section 404 of the Sarbanes-Oxley Act of 2002 and related regulations regarding the required assessment of our internal control over financial reporting, and our independent registered public accounting firm’s audit of internal control over financial reporting, have required commitments of significant management time. We expect these commitments to continue.

Our internal control over financial reporting (as defined in Rules 13a-15 of the Exchange Act) is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our consolidated financial statements for external purposes in accordance with U.S. GAAP. Because of its inherent limitations, internal control over financial reporting may not prevent or detect all deficiencies or weaknesses in our financial reporting. While our management has concluded that there were no material weaknesses in our internal control over financial reporting as of December 31, 2021, our procedures are subject to the risk that our controls may become inadequate because of changes in conditions or as a result of a deterioration in compliance with such procedures. No assurance is given that our procedures and processes for detecting weaknesses in our internal control over financial reporting will be effective.

Changing laws, regulations and standards relating to corporate governance and public disclosure, are creating uncertainty for companies. Laws, regulations and standards are subject to varying interpretations in some cases due to their lack of specificity, and as a result, their application in practice may evolve over time as new guidance is provided, which could result in continuing uncertainty regarding compliance matters and higher costs caused by ongoing revisions to disclosure and governance practices. If we fail to comply with these laws, regulations and standards, our reputation may be harmed, and we might be subject to sanctions or investigation by regulatory authorities, such as the SEC. Any such action could adversely affect our operating results and the market price of our common stock.

The sale of a significant number of shares could cause the market price of our stock to decline.

The sale by us or the resale by stockholders of a significant number of shares of our common stock could cause the market price of our common stock to decline. As of January 31, 2022, we had 257,153,860, shares of common stock outstanding. Certain of these shares are subject to sales volume and other limitations. We have filed registration statements to permit the sale of approximately 36,000,000 shares of common stock under our equity incentive plans, and to permit the sale of 1,500,000 shares of common stock under our 2015 Inducement Equity Plan. We have also filed registration statements to permit the sale of approximately 667,000 shares of common stock under our Employee Stock Purchase Plan, to permit the sale of 425,000 shares of common stock under our Directors’ Deferred Compensation Plan, to permit the sale of approximately 31,100,319 shares of common stock pursuant to various private placement agreements and to permit the sale of up to 100,000,000 shares of our common stock pursuant to our At Market Issuance Sales Agreement. As of January 31, 2022, an aggregate of approximately 71,276,806 of these shares remained available for sale. In October 2018, we completed a private placement of 18,459 shares of Series C-1 convertible preferred stock, convertible into 18,459,000 shares of common stock. The resale of all 18,459,000 shares of common stock underlying the 18,459 shares of Series C-1 convertible preferred stock was registered with the SEC pursuant to a Registration Statement on Form S-3 filed with the SEC on November 8, 2018 and declared effective on December 10, 2018. As part of our collaboration with Betta Pharmaceuticals, we

63

 


completed a private placement of 4,962,779 shares of common stock in July 2020. As part of our collaboration with Gilead, we completed a private placement of 11,111,111 shares of common stock in January 2019, and on October 25, 2019, we filed a Registration Statement on Form S-3 to register the resale of these shares by Gilead, as required under our agreement. In connection with our acquisition of PhosImmune in December 2015, we issued 1,631,521 shares of our common stock to the shareholders of PhosImmune and other third parties having a fair market value of approximately $7.4 million at closing. In addition, we may be obligated in the future to pay certain contingent milestones payments, payable at our election in cash or shares of our common stock of up to $30.0 million in the aggregate. If we elect to pay any of these contingent milestones in shares, we are obligated to file registration statements covering any such shares. The market price of our common stock may decrease based on the expectation of such sales.

As of December 31, 2021, warrants to purchase approximately 1,980,000 shares of our common stock with a weighted average exercise price per share of $4.89 were outstanding.

As of December 31, 2021, options to purchase 32,764,087 shares of our common stock with a weighted average exercise price per share of $3.66 were outstanding. These options are subject to vesting that occurs over a period of up to four years following the date of grant. As of December 31, 2021, we had 17,509,054 vested options and 1,018,051 non-vested shares outstanding.

As of December 31, 2021, our outstanding shares of Series A-1 Convertible Preferred Stock were convertible into 333,333 shares of our common stock.

We may issue additional common stock, preferred stock, restricted stock units, or securities convertible into or exchangeable for our common stock. Furthermore, substantially all shares of common stock for which our outstanding stock options or warrants are exercisable are, once they have been purchased, eligible for immediate sale in the public market. The issuance of additional common stock, preferred stock, restricted stock units, or securities convertible into or exchangeable for our common stock or the exercise of stock options or warrants would dilute existing investors and could adversely affect the price of our securities. In addition, such securities may have rights senior to the rights of securities held by existing investors.

Anti-takeover provisions under our charter documents and Delaware law could delay or prevent a change of control which could limit the market price of our common stock and may prevent or frustrate attempts by our stockholders to replace or remove our current management.

Our certificate of incorporation and bylaws contain provisions that could make it more difficult for a third party to acquire us without the consent of our Board of Directors. Our certificate of incorporation provides for a staggered board and removal of directors only for cause. Accordingly, stockholders may elect only a minority of our Board at any annual meeting, which may have the effect of delaying or preventing changes in management. In addition, under our certificate of incorporation, our Board of Directors may issue additional shares of preferred stock and determine the terms of those shares of stock without any further action by our stockholders. Our issuance of additional preferred stock could make it more difficult for a third party to acquire a majority of our outstanding voting stock and thereby effect a change in the composition of our Board of Directors. Our certificate of incorporation also provides that our stockholders may not take action by written consent. Our bylaws require advance notice of stockholder proposals and director nominations and permit only our president or a majority of the Board of Directors to call a special stockholder meeting. These provisions may have the effect of preventing or hindering attempts by our stockholders to replace our current management. In addition, Delaware law prohibits a corporation from engaging in a business combination with any holder of 15% or more of its capital stock until the holder has held the stock for three years unless, among other possibilities, the board of directors approves the transaction. Our Board of Directors may use this provision to prevent changes in our management. Also, under applicable Delaware law, our Board of Directors may adopt additional anti-takeover measures in the future.

These anti-takeover provisions and other provisions in our certificate of incorporation and bylaws could make it more difficult for stockholders or potential acquirers to obtain control of our board of directors or initiate actions that are opposed by the then-current board of directors and could also delay or impede a merger, tender offer or proxy contest involving our company. These provisions could also discourage proxy contests and make it more difficult for our stockholders and other stockholders to elect directors of their choosing or cause us to take other corporate actions they desire. Any delay or prevention of a change of control transaction or changes in our board of directors could cause the market price of our common stock to decline.

We have broad discretion in the use of our existing cash, cash equivalents and investments and may not use them effectively.

Our management has broad discretion in the application of our cash, cash equivalents and investments. Because of the number and variability of factors that will determine our use of our cash, cash equivalents and investments, their ultimate use may vary substantially from their currently intended use. Our management might not apply our cash, cash equivalents and investments in ways that ultimately increase the value of our stockholders investment. The failure by our management to apply these funds effectively

64

 


could harm our business. Pending their use, we may invest our cash in short-term, investment- grade, interest-bearing securities. These investments may not yield a favorable return to our stockholders. If we do not use our resources in ways that enhance stockholder value, we may fail to achieve expected financial results, which could cause our stock price to decline.

If securities or industry analysts do not continue to publish research or publish inaccurate or unfavorable research about our business, our stock price and trading volume could decline.

The trading market for our common stock depends in part on the research and reports that securities or industry analysts publish about us or our business. If one or more of the analysts who covers us downgrades our stock or publishes inaccurate or unfavorable research about our business, our stock price may decline. If one or more of these analysts ceases coverage of our company or fails to publish reports on us regularly, demand for our stock could decrease, which might cause our stock price and trading volume to decline.

 

 

Item 1B.

Unresolved Staff Comments

None.

 

 

Item 2.

Properties

We lease our main research and development, manufacturing and corporate offices in Lexington, Massachusetts occupying approximately 82,000 square feet. This lease agreement terminates in August 2023 with an option to renew for one additional ten-year period.

We own a manufacturing facility of approximately 24,000 square feet in Berkeley, California that is used in the production and manufacture of antibody product candidates.

In November 2020, we entered into a lease for a building containing approximately 84,000 square feet in Emeryville, California for cGMP manufacturing space expected to support our anticipated commercial antibody manufacturing requirements in 2023, as well as laboratory and office space. This lease terminates in December 2036 with the option to renew for two additional ten-year terms.

We also lease research and office facilities in Cambridge, United Kingdom. This lease terminates in November 2025.

We believe substantially all of our property and equipment is in good condition and that we have sufficient capacity to meet our current operational needs. We do not anticipate experiencing significant difficulty in retaining occupancy of any of our research and development, manufacturing or office facilities and will do so through lease renewals prior to expiration or through replacing them with equivalent facilities.

 

 

Item 3.

We are not party to any material legal proceedings.

 

 

Item 4.

Mine Safety Disclosures

Not applicable.

 

65

 


 

PART II

 

 

Item 5.

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Our common stock is currently listed on The Nasdaq Capital Market under the symbol “AGEN.” As of February 15, 2022, there were 512 holders of record and 43,447 beneficial holders of our common stock.

We have never paid cash dividends on our common stock, and we do not anticipate paying any cash dividends in the foreseeable future. We currently intend to retain future earnings, if any, for the future operation and expansion of our business. Any future payment of dividends on our common stock will be at the discretion of our Board of Directors and will depend upon, among other things, our earnings, financial condition, capital requirements, level of indebtedness, and other factors that our Board of Directors deem relevant.

Stock Performance

The following graph shows the cumulative total stockholder return on our common stock over the period spanning December 31, 2016 to December 31, 2021, as compared with that of the Nasdaq Stock Market (U.S. Companies) Index and the Nasdaq Biotechnology Index, based on an initial investment of $100 in each on December 31, 2016. Total stockholder return is measured by dividing share price change plus dividends, if any, for each period by the share price at the beginning of the respective period and assumes reinvestment of dividends.

This stock performance graph shall not be deemed “filed” with the SEC or subject to Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference in any of our filings under the Securities Act of 1933, as amended (the “Securities Act”).

COMPARISON OF CUMULATIVE TOTAL RETURN OF AGENUS INC.,

NASDAQ STOCK MARKET (U.S. COMPANIES) INDEX

AND NASDAQ BIOTECHNOLOGY INDEX

 

 

 

 

12/31/2016

 

 

12/31/2017

 

 

12/31/2018

 

 

12/31/2019

 

 

12/31/2020

 

 

12/31/2021

 

Agenus Inc.

 

 

100.00

 

 

 

79.13

 

 

 

57.77

 

 

 

98.79

 

 

 

77.18

 

 

 

78.16

 

Nasdaq Stock Market (U.S. Companies) Index

 

 

100.00

 

 

 

128.24

 

 

 

123.26

 

 

 

166.68

 

 

 

239.42

 

 

 

290.63

 

Nasdaq Biotechnology Index

 

 

100.00

 

 

 

121.06

 

 

 

109.77

 

 

 

136.56

 

 

 

171.64

 

 

 

170.55

 

66

 


 

 

 

Item 6.

[Reserved]

 

 

67

 


 

Item 7.

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

Overview

Agenus Inc. (including its subsidiaries, collectively referred to as “Agenus,” the “Company,” “we,” “us,” and “our”) is a clinical-stage immuno-oncology (“I-O”) company advancing an extensive pipeline of immune checkpoint antibodies, adoptive cell therapies and neoantigen vaccines, to fight cancer and infections. Our business is designed to drive success in I-O through speed, innovation and effective combination therapies. We believe that combination therapies and a deep understanding of each patient’s cancer will drive substantial expansion of the patient population benefiting from current I-O therapies. In addition to a diverse pipeline, we have assembled fully integrated end-to-end capabilities including novel target discovery, antibody generation, cell line development and current good manufacturing practice manufacturing. We believe that these fully integrated capabilities enable us to produce novel candidates on timelines that are shorter than the industry standard. Leveraging our science and capabilities, we have forged important partnerships to advance our innovation.

We are developing a comprehensive I-O portfolio driven by the following platforms and programs, which we intend to utilize individually and in combination:

 

our multiple antibody discovery platforms, including our proprietary display technologies, designed to drive the discovery of future CPM antibody candidates;

 

our antibody candidate programs, including our CPM programs;

 

our saponin-based vaccine adjuvant platform under our subsidiary, SaponiQx, Inc. (“SaponiQx”), principally including our QS-21 Stimulon™ adjuvant (“QS-21 Stimulon”); and

 

our subsidiary, MiNK Therapeutics, Inc. (“MiNK Therapeutics”), which has a pipeline of novel allogeneic invariant natural killer T cell (“iNKT”) therapies to treat cancer and other immune-mediated diseases.

We assess development, commercialization and partnering strategies for each of our product candidates periodically based on several factors, including pre-clinical and clinical trial results, competitive positioning and funding requirements and resources. Our lead program, botensilimab (AGEN1181), is advancing in multiple clinical programs which we have designed to support regulatory pathways for accelerated development with botensilimab as a monotherapy and in combination with balstilimab.

In October 2021, we announced the withdrawal of our biologics license application (“BLA”) for balstilimab monotherapy to treat second-line cervical cancer. Our decision came at the recommendation of the United States Food and Drug Administration (“FDA”) following the full approval of pembrolizumab, four months earlier than the FDA goal date. The BLA submission for balstilimab received Fast Track and Priority Review designation from the FDA, with a target action date of December 16, 2021. As part of the BLA review process, we successfully completed three FDA inspections, with no cited issues, concerns, or Form-483s. Based on this change to the treatment landscape, we are no longer pursuing U.S. registration for the combination of balstilimab and zalifrelimab in second-line cervical cancer.

We have formed collaborations with companies such as Bristol-Myers Squibb Company (“BMS”), Betta Pharmaceuticals Co., Ltd. (“Betta”), Gilead Sciences, Inc. (“Gilead”), Incyte Corporation (“Incyte”), Merck Sharpe & Dohme (“Merck”) and Recepta Biopharma SA (“Recepta”). Through these alliances, as well as our own internal programs, we currently have more than a dozen antibody programs in pre-clinical or clinical development.

Pursuant to our collaboration agreement with Incyte, we have exclusively licensed to Incyte monospecific antibodies targeting GITR, OX40, TIM-3 and LAG-3, which Incyte is currently advancing in various clinical trials, as well as an additional undisclosed target that Incyte is advancing in preclinical studies. Under the terms of our agreement, Incyte is responsible for all future development expenses, and we are eligible to receive up to an additional $500.0 million in potential milestone payments plus royalties on any future sales. Pursuant to our collaboration and license agreement with Merck, we exclusively licensed to Merck a monospecific antibody targeting ILT4, which Merck is advancing in a Phase 2 clinical trial. Under the terms of our agreement, Merck is responsible for all future development expenses, and we are eligible to receive up to an additional $85.0 million in potential milestone payments plus royalties on any future sales. In September 2018, we, through our wholly-owned subsidiary, Agenus Royalty Fund, LLC, entered into a royalty purchase agreement (the “XOMA Royalty Purchase Agreement”) with XOMA (US) LLC (“XOMA”). Pursuant to the terms of the XOMA Royalty Purchase Agreement, XOMA purchased 33% of all future royalties and 10% of all future milestone payments that we are entitled to receive from Incyte and Merck, net of certain of our obligations to a third party. After taking into account our obligations under the XOMA Royalty Purchase Agreement, as of December 31, 2021, we remain eligible to receive up to $450.0 million and $76.5 million in potential development, regulatory and commercial milestones from Incyte and Merck, respectively.

68

 


In December 2018, we entered into a series of agreements with Gilead to collaborate on the development and commercialization of up to five novel I-O therapies (the “Gilead Collaboration Agreements”). Pursuant to the Gilead Collaboration Agreements, Gilead received worldwide exclusive rights to our bispecific antibody, AGEN1423, as well as the exclusive option to exclusively license AGEN1223, a bispecific antibody, and AGEN2373, a monospecific antibody. All three assets have entered clinical development. In November 2020, Gilead elected to return AGEN1423 to us and to voluntarily terminate the license agreement effective as of February 4, 2021. In the third quarter of 2021, we ceased development of AGEN1223 and in October 2021 the AGEN1223 option and license agreement was formally terminated. The AGEN2373 option agreement remains in place, and we are responsible for developing the program up to the option decision point, at which time Gilead may acquire exclusive rights to the program on option exercise. We have the right to opt-in to share Gilead’s development and commercialization costs in the United States in exchange for a profit (loss) share on a 50:50 basis and revised milestone payments. Pursuant to the terms of the AGEN2373 option agreement, we remain eligible to receive up to $10.0 million in aggregate milestone payments prior to option exercise, a $50.0 million option exercise fee and, if exercised, up to an additional $520.0 million in aggregate milestone payments, as well as royalties on any future sales.

In June 2020, we entered into a license and collaboration agreement (the “Betta License Agreement”) with Betta, pursuant to which we granted Betta an exclusive license to develop, manufacture and commercialize balstilimab and zalifrelimab in Republic of China, Hong Kong, Macau and Taiwan (“Greater China”). Under the terms of the Betta License Agreement, we received $15.0 million upfront and are eligible to receive up to $100.0 million in milestone payments plus royalties on any future sales in Greater China.

In May 2021, we entered into a License, Development and Commercialization Agreement (“BMS License Agreement”) with BMS to collaborate on the development and commercialization of our pre-clinical proprietary anti-TIGIT bispecific antibody program AGEN1777. Under the BMS License Agreement, we granted BMS an exclusive worldwide license under certain of our intellectual property rights to develop, manufacture and commercialize AGEN1777 and its derivatives in all fields; provided, we retained an option to access the licensed antibodies for use in clinical studies in combination with certain of our other pipeline assets subject to certain restrictions. Pursuant to the BMS License Agreement, we received a non-refundable upfront cash payment of $200.0 million in July 2021 and are eligible to receive up to $1.36 billion in aggregate development, regulatory and commercial milestone payments plus tiered royalties. In exchange, BMS is responsible for all of the development, regulatory approval, manufacturing and commercialization costs with respect to products containing AGEN1777. We have the option, but not the obligation, to co-fund a minority of the global development costs of products containing AGEN1777 or its derivatives, in exchange for increased tiered royalties. Finally, we also have the option to co-promote AGEN1777 in the U.S. In October 2021, we announced that the first patient was dosed in the AGEN1777 Phase 1 clinical trial, triggering the achievement of a $20.0 million milestone.

In September 2021, we announced the launch of SaponiQx to spearhead innovation in novel adjuvant discovery and vaccine design, including in relation to our saponin-based adjuvants. We also announced our partnership with Ginkgo Bioworks, Inc. to develop SaponiQx’s novel saponin products from sustainably sourced raw materials, with a goal to meet the current demands placed on the vaccine industry for pandemic vaccines. Our QS-21 Stimulon adjuvant is partnered with GlaxoSmithKline (“GSK”) and is a key component in multiple GSK vaccine programs. These programs are in various stages, with the most advanced being GSK’s shingles vaccine, Shingrix. In October 2017, GSK’s shingles vaccine was approved in the United States by the FDA. In January 2018, we entered into a Royalty Purchase Agreement with Healthcare Royalty Partners III, L.P. and certain of its affiliates (together, “HCR”), pursuant to which HCR purchased 100% of our worldwide rights to receive royalties from GSK on GSK’s sales of vaccines containing our QS-21 Stimulon adjuvant. We do not incur clinical development costs for products partnered with GSK. We were also entitled to receive up to $40.35 million in milestone payments from HCR based on sales of GSK’s vaccines as follows: (i) $15.1 million upon reaching $2.0 billion last-twelve-months net sales any time prior to 2024 (the “First HCR Milestone”) and (ii) $25.25 million upon reaching $2.75 billion last-twelve-months net sales any time prior to 2026 (the “Second HCR Milestone”). We received the First HCR Milestone after GSK’s net sales of Shingrix for the twelve months ended December 31, 2019 exceeded $2.0 billion, and we remain eligible to receive the Second HCR Milestone.

Our business activities include product research and development, intellectual property prosecution, manufacturing, regulatory and clinical affairs, corporate finance and development activities, and support of our collaborations. Our product candidates require clinical trials and approvals from regulatory agencies, as well as acceptance in the marketplace. Part of our strategy is to develop and commercialize some of our product candidates by continuing our existing arrangements with academic and corporate collaborators and licensees and by entering into new collaborations.

MiNK Therapeutics is focused on the development of unmodified iNKT cell therapies for the treatment of cancer and other life-threatening immune-mediated diseases. In October 2021, the FDA cleared the Investigational New Drug application (IND) for AGENT-797, an allogeneic iNKT therapy, for the treatment of patients with solid tumor cancers with AGENT-797 alone and in combination with approved checkpoint antibodies. AGENT-797 is in ongoing clinical trials in hematological malignancies, including multiple myeloma and B cell lymphoma, and viral Acute Respiratory Distress (ARDS) secondary to COVID-19 and influenza with early data readouts in 2021. In October 2021, MiNK Therapeutics completed an initial public offering of 3,333,334 shares of its common stock, trading on the Nasdaq Global Market under the ticker symbol “INKT”, at a public offering price of $12.00 per share.

69

 


The gross proceeds from the offering, before deducting underwriting discounts and commissions and other offering expenses, were approximately $40.0 million. Subsequently, the underwriters in the initial public offering exercised their option to acquire an additional 500,000 shares at the public offering price and such shares were delivered on November 3, 2021. MiNK Therapeutics has licensed the INKT technology from Agenus and retains the rights to develop and expand a proprietary pipeline of engineered CAR-INKTs, TCRs, and INKT bispecific engagers. MiNK has a dedicated leadership and operational team and independent operating governance.

Our common stock is currently listed on The Nasdaq Capital Market under the symbol “AGEN.”

Our research and development expenses for the years ended December 31, 2021, 2020, and 2019, were $178.6 million, $142.6 million, and $168.3 million, respectively. We have incurred significant losses since our inception. As of December 31, 2021, we had an accumulated deficit of $1.49 billion. We are likely to continue to incur losses until we become a commercial company generating profits.

During the past five years, we have successfully financed our operations through income and revenues generated from corporate partnerships, advance royalty sales and issuance of equity. Based on our current plans and projections, we believe our year end cash resources of $306.9 million as of December 31, 2021, will be sufficient to satisfy our liquidity requirements for more than one year from when these financial statements were issued. Management continues to address the Company’s liquidity position and has the flexibility to adjust spending as needed in order to preserve liquidity. In March 2020, in response to the COVID-19 pandemic, we streamlined our organization, which included a headcount reduction, and our CEO, Dr. Garo Armen, elected to receive his base salary in stock rather than cash through the end of 2020 and the first half of 2021. We continuously evaluate the likelihood of success of our programs. As such, our decisions to continue to fund or eliminate funding of each of our programs are predicated on these determinations, on an ongoing basis. We are prepared to discontinue funding of any activities that do not impact our core priorities if they do not prove to be feasible, and to restrict capital expenditures and/or reduce the scale of our operations.  We expect our potential sources of funding to include: (1) collaborations, out-licensing and/or partnering opportunities for our portfolio programs and product candidates with multiple parties, (2) milestone payments from our existing partnerships, (3) consummating additional third-party agreements, (4) selling assets, (5) securing project financing and/or (6) selling equity securities.

Historical Results of Operations

 

The comparison of 2020 to 2019 results has been omitted from this Form 10-K but can be found in our Form 10-K for the year ended December 31, 2020 – “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” filed on March 16, 2021.

 

Year Ended December 31, 2021 Compared to the Year Ended December 31, 2020

Research and development revenue

We recognized research and development (“R&D”) revenue of approximately $244.4 million and $35.9 million during the years ended December 31, 2021 and 2020, respectively. R&D revenues for the year ended December 31, 2021, primarily consisted of $220.0 million related to a non-refundable upfront license fee and milestone earned under our BMS License Agreement and $22.4 million related to the recognition of deferred revenue earned under our Gilead Collaboration Agreements. R&D revenues for the year ended December 31, 2020, primarily consisted of $12.3 million related to the recognition of deferred revenue earned under our Gilead Collaboration Agreements, $13.9 million related to the recognition of an upfront fee under our Betta License Agreement and $9.0 million related to the recognition of a milestone under the Merck Agreement.

Non-cash royalty revenue related to the sale of future royalties

In January 2018, we sold 100% of our worldwide rights to receive royalties from GSK on sales of GSK’s vaccines containing our QS-21 Stimulon adjuvant to HCR. As described in Note 19 to our Consolidated Financial Statements, this transaction has been recorded as a liability that amortizes over the estimated life of our Royalty Purchase Agreement with HCR. As a result of this liability accounting, even though the royalties are remitted directly to HCR, we record these royalties from GSK as revenue. During the years ended December 31, 2021 and 2020, we recognized approximately $44.4 million and $46.5 million in non-cash royalty revenue, respectively, related to our agreement with GSK.

Research and development expense

R&D expense include the costs associated with our internal research and development activities, including compensation and benefits, occupancy costs, clinical manufacturing costs, contract research organization costs, costs of consultants, and related

70

 


administrative costs. R&D expense increased 25% to $178.6 million for the year ended December 31, 2021 from $142.6 million for the year ended December 31, 2020. Increased expenses in the year ended December 31, 2021 primarily relate to a $21.9 million increase in third-party services and other expenses related to the advancement of our antibody programs, a $5.5 million increase in personnel related expenses, primarily due to increased headcount, and a $9.1 million increase in expenses attributable to the activities of our subsidiaries. These increases were partially offset by a $0.6 million decrease in other research and development expenses.

General and administrative expense

General and administrative (“G&A”) expense consists primarily of personnel costs, facility expenses, and professional fees. G&A expense increased 29% to $76.4 million for the year ended December 31, 2021 from $59.2 million for the year ended December 31, 2020. Increased general and administrative expense expenses in the year ended December 31, 2021 primarily relate to a $5.3 million increase in professional fees, primarily due to increased expenses related to commercial readiness activities, a $11.3 million increase in personnel related expenses, primarily due to both increased share-based compensation expense and increased headcount, and a $0.7 million increase in other general and administrative expenses.

Contingent purchase price consideration fair value adjustment

Contingent purchase price consideration fair value adjustment represents the change in the fair value of our contingent purchase price consideration during the year ended December 31, 2021, which mainly resulted from changes in our market capitalization and share price and changes in the credit spread since each reporting period end. The fair value of our contingent purchase price considerations is mainly based on estimates from a Monte Carlo simulation of our market capitalization and share price.

In the year ended December 31, 2021, the two remaining contingent milestones were achieved pursuant to the terms of the Share Exchange Agreement dated January 10, 2014, by and among us, 4-Antibody AG (“4-AB”), the former shareholders of 4-AB and Vischer AG, as Representative (the "Share Exchange Agreement"), triggering a $20.0 million payment.

Non-operating income (expense)

Non-operating income increased $6.9 million for the year ended December 31, 2021, from expense of $1.9 million for the year ended December 31, 2020, to income of $5.1 million for the year ended December 31, 2021, primarily due to the recognition of a $3.3 million gain on the sale of property, plant and equipment in the year ended December 31, 2021, and our increased foreign currency exchange gains in 2021 compared to losses in 2020.

Interest expense, net

Interest expense, net increased to $65.7 million for the year ended December 31, 2021 from $61.1 million for the year ended December 31, 2020, due to increased non-cash interest recorded in connection with our Royalty Purchase Agreement with HCR.

 Inflation

We believe that inflation has not had a material adverse effect on our business, results of operations, or financial condition to date.

Research and Development Programs

 

For the year ended December 31, 2021, our R&D programs consisted largely of our CPM antibody programs as indicated in the following table (in thousands). 

 

 

 

 

 

For the Year Ended December 31,

 

 

 

 

 

 

 

 

 

Research and

Development Program

 

Product

 

2021

 

 

2020

 

 

2019

 

 

Prior to

2019

 

 

Total

 

Antibody programs*

 

Various

 

$

141,266

 

 

$

118,200

 

 

$

126,400

 

 

$

353,299

 

 

$

739,165

 

Vaccine adjuvant

 

QS-21

Stimulon

 

 

5,912

 

 

 

304

 

 

 

872

 

 

 

14,309

 

 

 

21,397

 

Cell therapies

 

Various

 

 

15,507

 

 

 

11,022

 

 

 

20,131

 

 

 

14,469

 

 

 

61,129

 

Other research and development programs

 

Various

 

 

15,923

 

 

 

13,091

 

 

 

20,936

 

 

 

427,141

 

 

 

477,091

 

Total research and development expenses

 

 

 

$

178,608

 

 

$

142,617

 

 

$

168,339

 

 

$

809,218

 

 

 

1,298,782

 

 

*

Prior to 2014, costs were incurred by 4-AB, which we acquired in February 2014.

71

 


 

Research and development program costs include compensation and other direct costs plus an allocation of indirect costs, based on certain assumptions and our review of the status of each program. Our product candidates are in various stages of development and significant additional expenditures will be required if we start new clinical trials, encounter delays in our programs, apply for regulatory approvals, continue development of our technologies, expand our operations, and/or bring our product candidates to market. The total cost of any particular clinical trial is dependent on a number of factors such as trial design, length of the trial, number of clinical sites, number of patients, and trial sponsorship. The process of obtaining and maintaining regulatory approvals for new therapeutic products is lengthy, expensive, and uncertain. Because of the current stage of our product candidates, among other factors, we are unable to reliably estimate the cost of completing our research and development programs or the timing for bringing such programs to various markets or substantial partnering or out-licensing arrangements, and, therefore, when, if ever, material cash inflows are likely to commence.

 

Product Development Portfolio

Antibody Discovery Platforms and CPM Programs

Checkpoint antibodies regulate immune response against pathogens that invade the body and are achieving positive outcomes in a number of cancers that were untreatable only a few years ago. Two classes of checkpoint targets include:

1.

inhibitory checkpoints that help suppress an immune response in order to prevent excessive immune reaction resulting in undesired inflammation and/or auto-immunity, and

2.

stimulatory checkpoints that can enhance or amplify an antigen-specific immune response.

We possess a suite of antibody discovery platforms that are designed to drive the discovery of future CPM antibody candidates.  We are planning to employ a variety of techniques to identify and optimize monospecific and multispecific antibody candidates, internally.  

We and our partners currently have more than fifteen antibody programs in pre-clinical or clinical development, which include our next generation anti-CTLA-4 antibody, botensilimab, an IgG1 anti-CTLA-4 antagonist, our anti-CTLA-4, zalifrelimab, and anti-PD-1, balstilimab, programs (both partnered with Recepta for certain South America territories and Betta in Greater China), our anti-CD137 (AGEN2373), which Gilead has an exclusive option to license exclusively, an anti-TIGIT bispecific antibody, AGEN1777, exclusively licensed to BMS and the following antibody programs all partnered with Incyte: anti-GITR (INCAGN1876), anti-OX40 (INCAGN1949), anti-LAG3 (INCAGN2385) and anti-TIM3 (INCAGN2390). For additional information regarding our antibody discovery platforms and checkpoint antibody program, please read Part I-Item 1. “Business” of this Annual Report on Form 10-K.

QS-21 Stimulon Adjuvant

QS-21 Stimulon is an adjuvant, which is a substance added to a vaccine or other immunotherapy that is intended to enhance an immune response to the target antigens. QS-21 Stimulon is a natural product, a triterpene glycoside, or saponin, purified from the bark of the Chilean soapbark tree, Quillaja saponaria. QS-21 Stimulon has the ability to stimulate an antibody-mediated immune response and has also been shown to activate cellular immunity. It has become a key component in the development of investigational preventive vaccine formulations across a wide variety of diseases. These studies have been carried out by academic institutions and pharmaceutical companies in the United States and internationally. A number of these studies have shown QS-21 Stimulon to be significantly more effective in stimulating immune responses than aluminum hydroxide or aluminum phosphate, the adjuvants most commonly used in approved vaccines in the United States today. In January 2019, we announced that the Bill & Melinda Gates Foundation awarded us a grant to develop an alternative, plant cell culture-based manufacturing process to ensure the continuous future supply of QS-21 Stimulon adjuvant, which we are pursuing in partnership with Phyton Biotech and Ginkgo Bioworks. For additional information regarding QS-21 Stimulon, please read Part I-Item 1. “Business” of this Annual Report on Form 10-K.

Cell Therapies

Our majority owned subsidiary, MiNK, is a focused on developing allogeneic invariant natural killer T (“iNKT”) cell therapies to treat cancer and other life-threatening immune diseases.  iNKTs have a dual-mechanism of action with an internal targeting and homing device that modulates both arms of immunity, innate and adaptive. iNKTs combine the killing features of natural killer cells with the durable memory response of T cells. iNKT cells have been demonstrated to be highly effective in treating solid tumor cancers in their native form and MiNK has demonstrated that these cells can be further engineered or edited for super-targeting. For additional information regarding iNKT cell therapies, please read Part I-Item 1. “Business” of this Annual Report on Form 10-K.

72

 


Liquidity and Capital Resources

We have incurred annual operating losses since inception, and we had an accumulated deficit of $1.49 billion as of December 31, 2021. We expect to incur significant losses over the next several years as we continue development of our technologies and product candidates, manage our regulatory processes, initiate and continue clinical trials, and prepare for potential commercialization of products. To date, we have financed our operations primarily through corporate partnerships, advance royalty sales and the issuance of equity. From our inception through December 31, 2021, we have raised aggregate net proceeds of approximately $1.64 billion through the sale of common and preferred stock, the exercise of stock options and warrants, proceeds from our Employee Stock Purchase Plan, royalty monetization transactions, and the issuance of convertible and other notes.

We maintain an effective registration statement (the “Registration Statement”), covering an unlimited amount of common stock, preferred stock, warrants, debt securities and units. The Registration Statement includes prospectuses covering the offer, issuance and sale of up to 100 million shares of our common stock from time to time in “at-the-market offerings” pursuant to an At Market Issuance Sales Agreement (the “Sales Agreement”) with B. Riley FBR, Inc. as our sales agent. We sold approximately 44.2 million shares of our common stock pursuant to the Sales Agreement during the year ended December 31, 2021 and received aggregate net proceeds of $197.6 million. As of January 31, 2022, approximately 38.1 million shares remained available for sale under the Sales Agreement.

As of December 31, 2021, we had debt outstanding of $13.8 million in principal. In February 2020, we amended $13.5 million of the 2015 Subordinated Notes, extending the due date by three years to February 2023. The remaining $0.5 million of the 2015 Subordinated Notes were repaid in February 2020. In April 2020, we repaid an additional $0.5 million of the 2015 Subordinated Notes, leaving $13.0 million outstanding.

Our cash, cash equivalents and short-term investments at December 31, 2021 were $306.9 million, an increase of $207.1 million from December 31, 2020.

During the past five years, we have successfully financed our operations through income and revenues generated from corporate partnerships, advance royalty sales and issuance of equity. Based on our current plans and projections, we believe our year end cash resources of $306.9 million as of December 31, 2021, will be sufficient to satisfy our liquidity requirements for more than one year from when the financial statements included in this Annual Report on Form 10-K were issued.

Management continues to address the Company’s liquidity position and has the flexibility to adjust spending as needed in order to preserve liquidity. In March 2020, in response to the COVID-19 pandemic, we streamlined our organization, which included a headcount reduction, and our CEO, Dr. Garo Armen, elected to receive his base salary in stock rather than cash through the end of 2020 and the first half of 2021. We continuously evaluate the likelihood of success of our programs. As such, our decisions to continue to fund or eliminate funding of each of our programs are predicated on these determinations, on an ongoing basis. We are prepared to discontinue funding of any activities that do not impact our core priorities if they do not prove to be feasible, and to restrict capital expenditures and/or reduce the scale of our operations.  We expect our potential sources of funding to include: (1) collaborations, out-licensing and/or partnering opportunities for our portfolio programs and product candidates with multiple parties, (2) milestone payments from our existing partnerships, (3) consummating additional third-party agreements, (4) selling assets, (5) securing project financing and/or (6) selling equity securities.

Our future cash requirements include, but are not limited to, supporting clinical trial and regulatory efforts and continuing our other research and development programs. Since inception, we have entered into various agreements with contract manufacturers, institutions, and clinical research organizations (collectively "third party providers") to perform pre-clinical activities and to conduct and monitor our clinical studies. Under these agreements, subject to the enrollment of patients and performance by the applicable third-party provider, we have estimated our total payments to be $486.8 million over the term of the related activities. Through December 31, 2021, we have expensed $391.5 million as research and development expenses and $372.5 million has been paid under these agreements. The timing of expense recognition and future payments related to these agreements is subject to the enrollment of patients and performance by the applicable third-party provider. We plan to enter into additional agreements with third party providers and we anticipate significant additional expenditures will be required to initiate and advance our various programs.

Part of our strategy is to develop and commercialize some of our product candidates by continuing our existing collaboration arrangements with academic and collaboration partners and licensees and by entering into new collaborations. As a result of our collaboration agreements, we will not completely control the efforts to attempt to bring those product candidates to market. For example, our collaboration with Incyte for the development, manufacture and commercialization of CPM antibodies against certain targets is managed by a joint steering committee, which is controlled by Incyte. 

73

 


Net cash provided by (used in) operating activities for the years ended December 31, 2021 and 2020 was $10.1 million and ($139.1) million, respectively. Our future ability to generate cash from operations will depend on achieving regulatory approval and market acceptance of our product candidates, achieving benchmarks as defined in existing collaboration agreements, and our ability to enter into new collaborations. Please see the “Note Regarding Forward-Looking Statements” of this Annual Report on Form 10-K and the risks highlighted under Part I-Item 1A. “Risk Factors” of this Annual Report on Form 10-K.

The table below summarizes our material cash requirements from known contractual and other obligations as of December 31, 2021 (in thousands).

 

 

 

 

 

 

 

Payments by Period

 

 

 

Total

 

 

Less than

1 Year

 

 

1-3 Years

 

 

3-5 Years

 

 

More than

5 Years

 

Long-term debt (1)

 

$

14,966

 

 

$

1,824

 

 

$

13,142

 

 

$

 

 

$

 

Operating leases (2)

 

 

119,423

 

 

 

7,317

 

 

 

17,925

 

 

 

16,763

 

 

 

77,418

 

Finance leases (3)

 

 

23,065

 

 

 

4,099

 

 

 

15,240

 

 

 

3,726

 

 

 

 

Total

 

$

157,454

 

 

$

13,240

 

 

$

46,307

 

 

$

20,489

 

 

$

77,418

 

 

(1)

Includes fixed interest payments. See Note 18 of the notes to our consolidated financial statements contained elsewhere in this Annual Report on Form 10-K for further description of our debt.

(2)

The leases and subleases for our properties expire at various times between 2023 and 2036.

(3)

The amounts include payments for a lease that was signed but had not yet commenced as of December 31, 2021. See Note 17 of the notes to our consolidated financial statements contained elsewhere in this Annual Report on Form 10-K for further description of our leases.

Critical Accounting Policies and Estimates

The SEC defines “critical accounting policies” as those that require the application of management’s most difficult, subjective, or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain and may change in subsequent periods.

The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We base those estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances. Actual results could differ from those estimates.

The following listing is not intended to be a comprehensive list of all of our accounting policies. Our significant accounting policies are described in Note 2 of the notes to our consolidated financial statements contained elsewhere in this Annual Report on Form 10-K. In many cases, the accounting treatment of a particular transaction is dictated by U.S. generally accepted accounting principles, with no need for our judgment in its application. There are also areas in which our judgment in selecting an available alternative would not produce a materially different result. We have identified the following as our critical accounting policies.

Revenue Recognition

In accordance with ASC 606, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration to which we expect to be entitled to receive in exchange for these goods and services. Refer to Note 2 to our consolidated financial statements included within Item 8 of this Annual Report on Form 10-K for a more detailed description of our application of ASC 606.

Non-cash Interest Expense on Liability Related to Sale of Future Royalties

In January 2018 we entered into the HCR Royalty Purchase Agreement with HCR. Pursuant to the terms of the HCR Royalty Purchase Agreement, we sold to HCR 100% of our worldwide rights to receive royalties from GSK on sales of GSK’s vaccines containing our QS-21 Stimulon adjuvant. Although we sold all of our rights to receive royalties on sales of GSK’s vaccines containing QS-21, as a result of our obligation to HCR, we recorded the proceeds from this transaction as a liability on our consolidated balance sheet that will be amortized using the interest method over the estimated life of the HCR Royalty Purchase Agreement. As a result, we impute interest on the transaction and record non-cash interest expense at the estimated interest rate. Our estimate of the interest rate under the agreement is based on the amount of royalty payments to be received by HCR over the life of the arrangement. We

74

 


periodically assess the expected royalty payments to HCR from GSK using a combination of historical results and forecasts from market data sources. To the extent such payments are greater or less than our initial estimates or the timing of such payments is materially different than our original estimates, we will prospectively adjust the amortization of the liability. There are a number of factors that could materially affect the amount and timing of royalty payments from GSK, all of which are not within our control. Such factors include, but are not limited to, changing standards of care, the introduction of competing products, manufacturing or other delays, biosimilar competition, patent protection, adverse events that result in governmental health authority imposed restrictions on the use of the drug products, significant changes in foreign exchange rates, and other events or circumstances that could result in reduced royalty payments from GSK, all of which would result in a reduction of non-cash royalty revenues and the non-cash interest expense over the life of the HCR Royalty Purchase Agreement. Conversely, if sales of GSK’s vaccines containing QS-21 are more than expected, the non-cash royalty revenues and the non-cash interest expense recorded by us would be greater over the life of the HCR Royalty Purchase Agreement.

Recent Accounting Pronouncements

Refer to Note 2 to our consolidated financial statements included within Item 8 of this Annual Report on Form 10-K for a description of recent accounting pronouncements applicable to our business.

 

75

 


 

Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Our primary market risk exposure is foreign currency exchange rate risk. International revenues and expenses are generally transacted by our foreign subsidiary and are denominated in local currency. Less than 0.1% and approximately 0.3% of our cash used in operations for the years ended December 31, 2021 and 2020, respectively, was from a foreign subsidiary. Additionally, in the normal course of business, we are exposed to fluctuations in interest rates as we seek debt financing and invest excess cash. We are also exposed to foreign currency exchange rate fluctuation risk related to our transactions denominated in foreign currencies. We do not currently employ specific strategies, such as the use of derivative instruments or hedging, to manage these exposures. Our currency exposures vary but are primarily concentrated in the Euro, Swiss Franc and British Pound, in large part due to our subsidiaries, AgenTus Therapeutics SA, a company formerly with operations in Belgium, Agenus Switzerland a company formerly with operations in Switzerland and both Agenus UK Limited and AgenTus Therapeutics Limited, with operations in England. During the year ended December 31, 2021, there has been no material change with respect to our approach toward those exposures.

We had cash, cash equivalents and short-term investments at December 31, 2021 of $306.9 million, which are exposed to the impact of interest and foreign currency exchange rate changes, and our interest income fluctuates as interest rates change. Due to the short-term nature of our investments in money market funds and U.S. Treasury Bills, our carrying value approximates the fair value of these investments at December 31, 2021, however, we are subject to investment risk.

We invest our cash, cash equivalents and short-term investments in accordance with our investment policy. The primary objectives of our investment policy are to preserve principal, maintain proper liquidity to meet operating needs, and maximize yields. We review our investment policy annually and amend it as deemed necessary. Currently, the investment policy prohibits investing in any structured investment vehicles and asset-backed commercial paper. Although our investments are subject to credit risk, our investment policy specifies credit quality standards for our investments and limits the amount of credit exposure from any single issue, issuer, or type of investment. We do not invest in derivative financial instruments. Accordingly, we do not believe that there is currently any material market risk exposure with respect to derivatives or other financial instruments that would require disclosure under this item.

 

 

76

 


 

Item 8.

Financial Statements and Supplementary Data

 

INDEX TO FINANCIAL STATEMENTS

 

 

 

77

 


 

Report of Independent Registered Public Accounting Firm

 

To the Stockholders and Board of Directors
Agenus Inc.:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Agenus Inc. and subsidiaries (the Company) as of December 31, 2021 and 2020, the related consolidated statements of operations and comprehensive loss, convertible preferred stock and stockholders’ deficit, and cash flows for each of the years in the three-year period ended December 31, 2021, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2021, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated March 1, 2022 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Going concern analysis

As discussed in Note 1 to the consolidated financial statements, the Company has incurred significant losses since its inception. As of December 31, 2021, the Company had an accumulated deficit of $1.49 billion. The Company finances its operations through income and revenues generated from corporate partnerships, advance royalty sales and issuance of equity. Management has concluded that, based on its current plans and projections, the Company will be able to satisfy its liquidity requirements for more than one year from when these financial statements were issued. The Company continuously evaluates the likelihood of success of its programs. As such, its decisions to continue to fund or eliminate funding of each of its programs are predicated on these determinations, on an ongoing basis. The Company is prepared to discontinue funding of any activities that do not impact core priorities if they do not prove to be feasible, among other actions.  

78

 


We identified the assessment of liquidity and the Company’s ability to continue as a going concern as a critical audit matter. A high degree of subjective auditor judgment was required to evaluate the Company’s forecasted cash flows used in its liquidity analysis due to uncertainty in certain assumptions used to estimate the cash flows. Specifically, auditor judgment was required to evaluate management’s plans to control spending.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s going concern assessment. These included controls related to the inputs and assumptions used to forecast cash flows in the liquidity analysis. We compared the Company’s historical forecasted cash flows to actual results to assess the Company’s ability to accurately forecast. We evaluated the Company’s liquidity analysis by assessing the feasibility of management’s spending plans. We also evaluated whether the information used in management’s analysis was consistent with information presented to the Board of Directors and other public information disseminated by the Company.

/s/ KPMG LLP

We have served as the Company’s auditor since 1997.

Boston, Massachusetts

March 1, 2022

 

79

 


 

AGENUS INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except share and per share amounts)

 

 

 

December 31, 2021

 

 

December 31, 2020

 

ASSETS

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

291,931

 

 

$

99,871

 

Short-term investments

 

 

14,992

 

 

 

 

Accounts Receivable

 

 

1,518

 

 

 

1,157

 

Prepaid expenses

 

 

20,362

 

 

 

10,746

 

Other current assets

 

 

3,171

 

 

 

2,009

 

Total current assets

 

 

331,974

 

 

 

113,783

 

Property, plant and equipment, net of accumulated amortization and depreciation of

   $50,539 and $47,201 at December 31, 2021 and 2020, respectively

 

 

60,029

 

 

 

26,790

 

Operating lease right-of-use assets

 

 

31,054

 

 

 

33,480

 

Goodwill

 

 

24,876

 

 

 

25,452

 

Acquired intangible assets, net of accumulated amortization of $13,955 and

   $11,841 at December 31, 2021 and 2020, respectively

 

 

8,488

 

 

 

10,886

 

Other long-term assets

 

 

9,537

 

 

 

4,123

 

Total assets

 

$

465,958

 

 

$

214,514

 

LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT)

 

 

 

 

 

 

 

 

Current portion, long-term debt

 

$

728

 

 

$

833

 

Current portion, liability related to sale of future royalties and milestones

 

 

62,040

 

 

 

57,362

 

Current portion, deferred revenue

 

 

12,425

 

 

 

17,186

 

Current portion, operating lease liabilities

 

 

2,627

 

 

 

1,950

 

Accounts payable

 

 

30,486

 

 

 

17,015

 

Accrued liabilities

 

 

42,091

 

 

 

29,057

 

Other current liabilities

 

 

6,546

 

 

 

6,481

 

Total current liabilities

 

 

156,943

 

 

 

129,884

 

Long-term debt, net of current portion

 

 

12,823

 

 

 

18,879

 

Liability related to sale of future royalties and milestones, net of current portion

 

 

191,708

 

 

 

176,263

 

Deferred revenue, net of current portion

 

 

11,200

 

 

 

28,282

 

Operating lease liabilities, net of current portion

 

 

42,109

 

 

 

34,065

 

Contingent purchase price consideration

 

 

1,689

 

 

 

10,208

 

Other long-term liabilities

 

 

1,577

 

 

 

1,514

 

Commitments and contingencies (Note 21)

 

 

 

 

 

 

 

 

CONVERTIBLE PREFERRED STOCK

 

 

 

 

 

 

 

 

Preferred stock, par value $0.01 per share; 5,000,000 shares authorized:

 

 

 

 

 

 

 

 

Series C-1 convertible preferred stock; no and 12,459 shares designated, issued,

   and outstanding at December 31, 2021 and 2020, respectively

 

 

 

 

 

26,917

 

STOCKHOLDERS’ EQUITY (DEFICIT)

 

 

 

 

 

 

 

 

Series A-1 convertible preferred stock; 31,620 shares designated, issued, and

   outstanding at December 31, 2021 and 2020; liquidation value

   of $33,460 and $33,250 at December 31, 2021, and 2020, respectively

 

 

0

 

 

 

0

 

Common stock, par value $0.01 per share; 400,000,000 shares authorized;

   256,897,910 shares and 196,090,980 shares issued at December 31, 2021 and 2020, respectively

 

 

2,569

 

 

 

1,961

 

Additional paid-in capital

 

 

1,520,212

 

 

 

1,257,502

 

Accumulated other comprehensive income

 

 

1,492

 

 

 

2,772

 

Accumulated deficit

 

 

(1,489,833

)

 

 

(1,465,907

)

Total stockholders’ equity (deficit) attributable to Agenus Inc.

 

 

34,440

 

 

 

(203,672

)

Non-controlling interest

 

 

13,469

 

 

 

(7,826

)

Total stockholders’ equity (deficit)

 

 

47,909

 

 

 

(211,498

)

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

 

$

465,958

 

 

$

214,514

 

 

See accompanying notes to consolidated financial statements.

 

 

80

 


 

AGENUS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

For the Years Ended December 31, 2021, 2020, and 2019

(Amounts in thousands, except per share amounts)

 

 

 

2021

 

 

2020

 

 

2019

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

$

244,422

 

 

$

35,915

 

 

$

99,845

 

Service revenue

 

 

6,704

 

 

 

4,619

 

 

 

 

Royalty sales milestone

 

 

 

 

 

 

 

 

15,100

 

Other revenue

 

 

184

 

 

 

91

 

 

 

4,679

 

Non-cash revenue related to the sale of future royalties and milestones

 

 

44,355

 

 

 

47,545

 

 

 

30,424

 

Total revenues

 

 

295,665

 

 

 

88,170

 

 

 

150,048

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Cost of service revenue

 

 

(3,470

)

 

 

(2,349

)

 

 

 

Research and development

 

 

(178,608

)

 

 

(142,617

)

 

 

(168,339

)

General and administrative

 

 

(76,359

)

 

 

(59,218

)

 

 

(46,041

)

Contingent purchase price consideration fair value adjustment

 

 

(11,481

)

 

 

(1,221

)

 

 

(5,805

)

Operating income (loss)

 

 

25,747

 

 

 

(117,235

)

 

 

(70,137

)

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

Gain on extinguishment of debt

 

 

6,197

 

 

 

 

 

 

 

Loss on modification of debt

 

 

 

 

 

(2,720

)

 

 

 

Non-operating income (expense)

 

 

5,051

 

 

 

(1,858

)

 

 

28

 

Interest expense, net

 

 

(65,719

)

 

 

(61,078

)

 

 

(41,451

)

Net loss

 

 

(28,724

)

 

 

(182,891

)

 

 

(111,560

)

Dividends on Series A-1 convertible preferred stock

 

 

(211

)

 

 

(209

)

 

 

(208

)

Less: net loss attributable to non-controlling interest

 

 

(4,798

)

 

 

(1,977

)

 

 

(3,903

)

Net loss attributable to Agenus Inc. common stockholders

 

$

(24,137

)

 

$

(181,123

)

 

$

(107,865

)

Per common share data:

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted net loss attributable to Agenus Inc. common stockholders

 

$

(0.11

)

 

$

(1.05

)

 

$

(0.80

)

Weighted average number of Agenus Inc. common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

 

228,919

 

 

 

172,504

 

 

 

134,982

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation gain (loss)

 

$

(1,280

)

 

$

4,096

 

 

$

215

 

Other comprehensive income (loss)

 

 

(1,280

)

 

 

4,096

 

 

 

215

 

Comprehensive loss

 

$

(25,417

)

 

$

(177,027

)

 

$

(107,650

)

 

See accompanying notes to consolidated financial statements.

 

 

 

81

 


 

AGENUS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT)

For the Years Ended December 31, 2021, 2020, and 2019

(Amounts in thousands)

 

 

 

 

Series C-1

 

 

 

Series A-1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Convertible

 

 

 

Convertible

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred Stock

 

 

 

Preferred Stock

 

 

Common Stock

 

 

 

 

 

 

Treasury Stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of

Shares

 

 

Amount

 

 

 

Number of

Shares

 

 

Par

Value

 

 

Number of

Shares

 

 

Par

Value

 

 

Additional

Paid-In

Capital

 

 

Number

of Shares

 

 

Amount

 

 

Accumulated

Other

Comprehensive

Income (Loss)

 

 

Non-controlling

Interest

 

 

Accumulated

Deficit

 

 

Total

 

Balance at December 31, 2018

 

 

18

 

 

$

39,879

 

 

 

 

32

 

 

$

0

 

 

 

119,997

 

 

$

1,200

 

 

$

1,005,183

 

 

 

 

 

$

 

 

$

(1,539

)

 

$

(2,078

)

 

$

(1,177,311

)

 

$

(174,545

)

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,903

)

 

 

(107,657

)

 

 

(111,560

)

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

215

 

 

 

 

 

 

 

 

 

215

 

Adoption of ASC 842

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(25

)

 

 

(25

)

Share-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9,892

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9,892

 

Vesting of nonvested shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

130

 

 

 

1

 

 

 

(1

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares sold under stock purchase agreement

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11,111

 

 

 

111

 

 

 

29,889

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30,000

 

Conversion of Series C-1 convertible preferred stock

 

 

(6

)

 

 

(12,962

)

 

 

 

 

 

 

 

 

 

6,000

 

 

 

60

 

 

 

12,902

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

12,962

 

Issuance of shares for services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

29

 

 

 

 

 

 

81

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

81

 

Exercise of stock options and employee share purchases

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

552

 

 

 

6

 

 

 

1,637

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,643

 

Balance at December 31, 2019

 

 

12

 

 

$

26,917

 

 

 

 

32

 

 

$

0

 

 

 

137,819

 

 

$

1,378

 

 

$

1,059,583

 

 

 

 

 

$

 

 

$

(1,324

)

 

$

(5,981

)

 

$

(1,284,993

)

 

$

(231,337

)

 

See accompanying notes to consolidated financial statements.

82


AGENUS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT)

(Continued)

For the Years Ended December 31, 2021, 2020, and 2019

(Amounts in thousands)

 

 

 

 

Series C-1

 

 

 

Series A-1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Convertible

 

 

 

Convertible

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred Stock

 

 

 

Preferred Stock

 

 

Common Stock

 

 

 

 

 

 

Treasury Stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of

Shares

 

 

Amount

 

 

 

Number of

Shares

 

 

Par

Value

 

 

Number of

Shares

 

 

Par

Value

 

 

Additional

Paid-In

Capital

 

 

Number

of Shares

 

 

Amount

 

 

Accumulated

Other

Comprehensive

Income (Loss)

 

 

Non-controlling

Interest

 

 

Accumulated

Deficit

 

 

Total

 

Net loss

 

 

 

 

$

 

 

 

 

 

 

$

 

 

 

 

 

$

 

 

$

 

 

 

 

 

$

 

 

$

 

 

$

(1,977

)

 

$

(180,914

)

 

$

(182,891

)

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,096

 

 

 

 

 

 

 

 

 

4,096

 

Share-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,121

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,121

 

Vesting of nonvested shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

166

 

 

 

2

 

 

 

(2

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares sold at the market

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

50,947

 

 

 

509

 

 

 

155,912

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

156,421

 

Shares sold under stock purchase agreement

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,963

 

 

 

50

 

 

 

19,950

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

20,000

 

Issuance of subsidiary shares to noncontrolling interest

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,242

 

 

 

 

 

 

 

 

 

 

 

 

132

 

 

 

 

 

 

2,374

 

Issuance of shares for business acquisition

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

405

 

 

 

4

 

 

 

896

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

900

 

Amendment of 2015 warrants and issuance of 2020 warrants

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,145

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,145

 

Payment of CEO payroll in shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

86

 

 

 

1

 

 

 

295

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

296

 

Issuance of shares for services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

208

 

 

 

2

 

 

 

906

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

908

 

Exercise of stock options and employee share purchases

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,499

 

 

 

15

 

 

 

4,454

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,469

 

Balance at December 31, 2020

 

 

12

 

 

$

26,917

 

 

 

 

32

 

 

$

0

 

 

 

196,093

 

 

$

1,961

 

 

$

1,257,502

 

 

 

 

 

$

 

 

$

2,772

 

 

$

(7,826

)

 

$

(1,465,907

)

 

$

(211,498

)

 

See accompanying notes to consolidated financial statements.

83


AGENUS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT)

(Continued)

For the Years Ended December 31, 2021, 2020, and 2019

(Amounts in thousands)

 

 

 

 

Series C-1

 

 

 

Series A-1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Convertible

 

 

 

Convertible

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred Stock

 

 

 

Preferred Stock

 

 

Common Stock

 

 

 

 

 

 

Treasury Stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of

Shares

 

 

Amount

 

 

 

Number of

Shares

 

 

Par

Value

 

 

Number of

Shares

 

 

Par

Value

 

 

Additional

Paid-In

Capital

 

 

Number

of Shares

 

 

Amount

 

 

Accumulated

Other

Comprehensive

Income (Loss)

 

 

Non-controlling

Interest

 

 

Accumulated

Deficit

 

 

Total

 

Net loss

 

 

 

 

$

 

 

 

 

 

 

$

 

 

 

 

 

$

 

 

$

 

 

 

 

 

$

 

 

$

 

 

$

(4,798

)

 

$

(23,926

)

 

$

(28,724

)

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,280

)

 

 

 

 

 

 

 

 

(1,280

)

Share-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

17,514

 

 

 

 

 

 

 

 

 

 

 

 

1,620

 

 

 

 

 

 

19,134

 

Vesting of nonvested shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

246

 

 

 

2

 

 

 

(2

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares sold at the market

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

44,234

 

 

 

442

 

 

 

197,206

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

197,648

 

Conversion of series C-1 convertible preferred stock

 

 

(12

)

 

 

(26,917

)

 

 

 

 

 

 

 

 

 

12,459

 

 

 

125

 

 

 

26,792

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

26,917

 

Issuance of subsidiary shares to noncontrolling interest

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

6,757

 

 

 

 

 

 

 

 

 

 

 

 

3,243

 

 

 

 

 

 

10,000

 

Sale of subsidiary shares in an initial public offering

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,767

 

 

 

 

 

 

 

 

 

 

 

 

21,230

 

 

 

 

 

 

22,997

 

Issuance of warrants

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

70

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

70

 

Payment of CEO payroll in shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

46

 

 

 

1

 

 

 

170

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

171

 

Issuance of shares for services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

47

 

 

 

1

 

 

 

215

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

216

 

Exercise of stock options and employee share purchases

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,744

 

 

 

27

 

 

 

9,105

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9,132

 

Issuance of shares for employee bonuses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,580

 

 

 

16

 

 

 

3,116

 

 

 

(550

)

 

 

(1,654

)

 

 

 

 

 

 

 

 

 

 

 

1,478

 

Retirement of treasury shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(550

)

 

 

(6

)

 

 

 

 

 

550

 

 

 

1,654

 

 

 

 

 

 

 

 

 

 

 

 

1,648

 

Balance at December 31, 2021

 

 

 

 

$

 

 

 

 

32

 

 

$

0

 

 

 

256,899

 

 

$

2,569

 

 

$

1,520,212

 

 

 

 

 

$

 

 

$

1,492

 

 

$

13,469

 

 

$

(1,489,833

)

 

$

47,909

 

 

See accompanying notes to consolidated financial statements.

 

 

 

84


 

AGENUS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Years Ended December 31, 2021, 2020, and 2019

(Amounts in thousands, except per share amounts)

 

 

 

2021

 

 

2020

 

 

2019

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(28,724

)

 

$

(182,891

)

 

$

(111,560

)

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

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

6,788

 

 

 

7,179

 

 

 

6,662

 

Share-based compensation

 

 

19,577

 

 

 

10,417

 

 

 

9,892

 

Non-cash royalty and milestone revenue

 

 

(44,355

)

 

 

(47,545

)

 

 

(30,424

)

Non-cash interest expense

 

 

64,619

 

 

 

60,029

 

 

 

42,201

 

Donation of assets

 

 

 

 

 

622

 

 

 

 

(Gain) loss on sale or disposal of assets

 

 

(3,301

)

 

 

198

 

 

 

58

 

Change in fair value of contingent obligations

 

 

11,481

 

 

 

1,221

 

 

 

5,805

 

Loss on modification of debt

 

 

 

 

 

2,720

 

 

 

 

Gain on extinguishment of debt

 

 

(6,197

)

 

 

 

 

 

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable

 

 

(394

)

 

 

16,187

 

 

 

(15,355

)

Inventories

 

 

 

 

 

 

 

 

55

 

Prepaid expenses

 

 

(5,129

)

 

 

(187

)

 

 

11,792

 

Accounts payable

 

 

10,824

 

 

 

2,767

 

 

 

(234

)

Deferred revenue

 

 

(21,832

)

 

 

(11,464

)

 

 

53,900

 

Accrued liabilities and other current liabilities

 

 

(1,062

)

 

 

3,826

 

 

 

7,097

 

Other operating assets and liabilities

 

 

7,850

 

 

 

(2,175

)

 

 

1,429

 

Net cash provided by (used in) operating activities

 

 

10,145

 

 

 

(139,096

)

 

 

(18,682

)

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

 

 

 

Proceeds from sale of property, plant and equipment

 

 

5,656

 

 

 

 

 

 

 

Purchases of property, plant and equipment

 

 

(33,814

)

 

 

(3,466

)

 

 

(4,657

)

Purchases of available-for-sale securities

 

 

(14,992

)

 

 

 

 

 

 

Cash paid for business acquisition, net

 

 

 

 

 

(975

)

 

 

 

Net cash used in investing activities

 

 

(43,150

)

 

 

(4,441

)

 

 

(4,657

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

 

 

 

Net proceeds from sale of equity

 

 

197,648

 

 

 

176,421

 

 

 

30,000

 

Net proceeds from sale of subsidiary shares in an initial public offering

 

 

22,997

 

 

 

 

 

 

 

Proceeds from employee stock purchases and option exercises

 

 

9,132

 

 

 

4,469

 

 

 

1,643

 

Purchase of treasury shares to satisfy tax withholdings

 

 

(1,654

)

 

 

 

 

 

 

Proceeds from issuance of long-term debt

 

 

 

 

 

6,197

 

 

 

 

Payment of contingent purchase price consideration

 

 

(1,542

)

 

 

 

 

 

 

Repayments of debt

 

 

(462

)

 

 

(1,462

)

 

 

 

Payment of finance lease obligation

 

 

(855

)

 

 

(1,770

)

 

 

(320

)

Net cash provided by financing activities

 

 

225,264

 

 

 

183,855

 

 

 

31,323

 

Effect of exchange rate changes on cash

 

 

(164

)

 

 

379

 

 

 

770

 

Net increase in cash, cash equivalents and restricted cash

 

 

192,095

 

 

 

40,697

 

 

 

8,754

 

Cash, cash equivalents and restricted cash, beginning of period

 

 

102,505

 

 

 

61,808

 

 

 

53,054

 

Cash, cash equivalents and restricted cash, end of period

 

$

294,600

 

 

$

102,505

 

 

$

61,808

 

Supplemental cash flow information:

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

1,152

 

 

$

1,176

 

 

$

1,224

 

Supplemental disclosures - non-cash activities:

 

 

 

 

 

 

 

 

 

 

 

 

Purchases of plant and equipment in accounts payable and

   accrued liabilities

 

$

5,363

 

 

$

289

 

 

$

1,242

 

Conversion of series C-1 convertible preferred stock to common stock, $0.01 par value

 

 

26,917

 

 

 

 

 

 

12,962

 

Issuance of common stock, $0.01 par value, for payment of certain employee bonuses

 

 

3,126

 

 

 

 

 

 

 

Issuance of common stock, $0.01 par value, in connection with payment for services

 

 

216

 

 

 

908

 

 

 

81

 

Issuance of common stock, $0.01 par value, in connection with business acquisition

 

 

 

 

 

900

 

 

 

 

Contingent purchase price consideration in connection with business acquisition

 

 

 

 

 

144

 

 

 

 

Issuance of subsidiary shares to noncontrolling interest

 

 

10,000

 

 

 

2,374

 

 

 

 

Insurance financing agreements

 

 

1,630

 

 

 

 

 

 

 

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

 

 

1,649

 

 

 

28,184

 

 

 

3,017

 

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

 

 

762

 

 

 

2,434

 

 

 

 

See accompanying notes to consolidated financial statements.

 

85


 

AGENUS INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

(1) Description of Business

Agenus Inc. (including its subsidiaries, collectively referred to as “Agenus,” the “Company,” “we,” “us,” and “our”) is a clinical-stage immuno-oncology (“I-O”) company advancing an extensive pipeline of immune checkpoint antibodies, adoptive cell therapies and neoantigen vaccines, to fight cancer and infections. Our business is designed to drive success in I-O through speed, innovation and effective combination therapies. We believe that combination therapies and a deep understanding of each patient’s cancer will drive substantial expansion of the patient population benefiting from current I-O therapies. In addition to a diverse pipeline, we have assembled fully integrated end-to-end capabilities including novel target discovery, antibody generation, cell line development and current good manufacturing practice manufacturing. We believe that these fully integrated capabilities enable us to produce novel candidates on timelines that are shorter than the industry standard. Leveraging our science and capabilities, we have forged important partnerships to advance our innovation.  

We are developing a comprehensive I-O portfolio driven by the following platforms and programs, which we intend to utilize individually and in combination:

 

our multiple antibody discovery platforms, including our proprietary display technologies, designed to drive the discovery of future CPM antibody candidates;

 

our antibody candidate programs, including our CPM programs;

 

our saponin-based vaccine adjuvant platform under our subsidiary, SaponiQx, Inc. (“SaponiQx”), principally including our QS-21 Stimulon™ adjuvant  (“QS-21 Stimulon”); and

 

our subsidiary, MiNK Therapeutics, Inc. (“MiNK Therapeutics”), which has a pipeline of novel allogeneic invariant natural killer T cell (“iNKT”) therapies to treat cancer and other immune-mediated diseases.

Our business activities include product research and development, intellectual property prosecution, manufacturing, regulatory and clinical affairs, corporate finance and development activities, and support of our collaborations. Our product candidates require clinical trials and approvals from regulatory agencies, as well as acceptance in the marketplace. Part of our strategy is to develop and commercialize some of our product candidates by continuing our existing arrangements with academic and corporate collaborators and licensees and by entering into new collaborations.

Our cash, cash equivalents and short-term investments at December 31, 2021 were $306.9 million, an increase of $207.1 million from December 31, 2020. 

 

We have incurred significant losses since our inception. As of December 31, 2021, we had an accumulated deficit of $1.49 billion.

During the past five years, we have successfully financed our operations through income and revenues generated from corporate partnerships, advance royalty sales and issuance of equity. Based on our current plans and projections, we believe our year end cash resources of $306.9 million at December 31, 2021, will be sufficient to satisfy our liquidity requirements for more than one year from when these financial statements were issued.

Management continues to address the Company’s liquidity position and has the flexibility to adjust spending as needed in order to preserve liquidity. In March 2020, in response to the COVID-19 pandemic, we streamlined our organization, which included a headcount reduction, and our CEO, Dr. Garo Armen, elected to receive his base salary in stock rather than cash through the end of 2020 and the first half of 2021. We continuously evaluate the likelihood of success of our programs. As such, our decisions to continue to fund or eliminate funding of each of our programs are predicated on these determinations, on an ongoing basis. We are prepared to discontinue funding of any activities that do not impact our core priorities if they do not prove to be feasible, and to restrict capital expenditures and/or reduce the scale of our operations. We expect our potential sources of funding to include: (1) collaborations, out-licensing and/or partnering opportunities for our portfolio programs and product candidates with multiple parties, (2) milestone payments from our existing partnerships, (3) consummating additional third-party agreements, (4) selling assets, (5) securing project financing and/or (6) selling equity securities.

Research and development program costs include compensation and other direct costs plus an allocation of indirect costs, based on certain assumptions, and our review of the status of each program. Our product candidates are in various stages of development and significant additional expenditures will be required if we start new trials, encounter delays in our programs, apply for regulatory approvals, continue development of our technologies, expand our operations, and/or bring our product candidates to market. The eventual total cost of each clinical trial is dependent on a number of factors such as trial design, length of the trial, number of clinical

86


sites, and number of patients. The process of obtaining and maintaining regulatory approvals for new therapeutic products is lengthy, expensive, and uncertain. Because many of our antibody and neoantigen vaccine programs are early stage, and because any further development of HSP-based vaccines is dependent on clinical trial results, among other factors, we are unable to reliably estimate the cost of completing our research and development programs or the timing for bringing such programs to various markets or substantial partnering or out-licensing arrangements, and, therefore, when, if ever, material cash inflows are likely to commence. We will continue to adjust our spending as needed in order to preserve liquidity.

 

 

(2) Summary of Significant Accounting Policies

(a) Basis of Presentation and Principles of Consolidation

The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles and include the accounts of Agenus and our subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. Non-controlling interest in the consolidated financial statements represents the portion of two of our subsidiaries not 100% owned by Agenus. Refer to Note 12 for additional detail.

(b) Segment Information

We are managed and currently operate as two segments. However, we have concluded that our two operating segments meet all three criteria required by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 280, Segment Reporting to be aggregated into one reportable segment. The aggregation of our two operating segments into one reportable segment is consistent with the objectives and basic principles of ASC 280. Our two operating segments have similar economic characteristics and are both similar with respect to the five qualitative characteristics specified in ASC 280. Accordingly, we do not have separately reportable segments as defined by ASC 280.

(c) Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. We base those estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances. Actual results could differ from those estimates.

(d) Cash and Cash Equivalents

We consider all highly liquid investments purchased with maturities at acquisition of three months or less to be cash equivalents. Cash equivalents consist primarily of money market funds and U.S. Treasury Bills.

(e) Concentrations of Credit Risk

Financial instruments that potentially subject us to concentrations of credit risk are primarily cash equivalents, investments, and accounts receivable. We invest our cash, cash equivalents and short-term investments in accordance with our investment policy, which specifies high credit quality standards and limits the amount of credit exposure from any single issue, issuer, or type of investment. We carry balances in excess of federally insured levels; however, we have not experienced any losses to date from this practice.

(f) Accounts Receivable

Accounts receivable are amounts due from our collaboration partners and customers as a result of research and development and other services provided, as well as milestones achieved. We considered the need for an allowance for doubtful accounts and have concluded that no allowance was needed as of December 31, 2021 and 2020, as the estimated risk of loss on our accounts receivable was determined to be minimal.

87


(g) Property, Plant and Equipment

Property, plant and equipment, including software developed for internal use, are carried at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Amortization of leasehold improvements is computed over the shorter of the lease term or estimated useful life of the asset. Additions and improvements are capitalized, while repairs and maintenance are charged to expense as incurred. Amortization and depreciation of plant and equipment was $4.6 million, $5.1 million, and $4.8 million, for the years ended December 31, 2021, 2020, and 2019, respectively.

(h) Fair Value of Financial Instruments

The estimated fair values of all our financial instruments approximate their carrying amounts in the consolidated balance sheets. The fair value of our outstanding debt is based on a present value methodology. The outstanding principal amount of our debt, including the current portion, was $13.8 million and $20.0 million at December 31, 2021 and 2020, respectively.

(i) Revenue Recognition

We account for revenue in accordance with ASC 606, Revenue from Contracts with Customers (“ASC 606”).

For the years ended December 31, 2021, 2020 and 2019, 74%, 16% and 60%, respectively, of our revenue was earned from one collaboration partner.

In accordance with ASC 606, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration to which we expect to be entitled to receive in exchange for these goods and services. To achieve this core principle, we apply the following five steps:

1) Identify the contract with the customer

A contract with a customer exists when (i) the Company enters into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the related payment terms, (ii) the contract has commercial substance, and (iii) the Company determines that collection of substantially all consideration for goods and services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. The Company applies judgment in determining the customer’s intent and ability to pay, which is based on a variety of factors including the customer’s historical payment experience, or in the case of a new customer, published credit and financial information pertaining to the customer.

2) Identify the performance obligations in the contract

Performance obligations promised in a contract are identified based on the goods and services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the good or service either on its own or together with other available resources, and are distinct in the context of the contract, whereby the transfer of the good or service is separately identifiable from other promises in the contract. To the extent a contract includes multiple promised goods and services, the Company must apply judgment to determine whether promised goods and services are capable of being distinct and are distinct in the context of the contract. If these criteria are not met, the promised goods and services are accounted for as a combined performance obligation.

3) Determine the transaction price

The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring goods and services to the customer. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Any estimates, including the effect of the constraint on variable consideration, are evaluated at each reporting period for any changes. Determining the transaction price requires significant judgment, which is discussed in further detail for each of the Company’s contracts with customers in Note 15.

4) Allocate the transaction price to performance obligations in the contract

If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance

88


obligation on a relative stand-alone selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct service that forms part of a single performance obligation. The consideration to be received is allocated among the separate performance obligations based on relative stand-alone selling prices. Determining the amount of the transaction price to allocate to each separate performance obligation requires significant judgement, which is discussed in further detail for each of the Company’s contracts with customers in Note 15.

5) Recognize revenue when or as the Company satisfies a performance obligation

The Company satisfies performance obligations either over time or at a point in time. Revenue is recognized over time if either 1) the customer simultaneously receives and consumes the benefits provided by the entity’s performance, 2) the entity’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced, or 3) the entity’s performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date. If the entity does not satisfy a performance obligation over time, the related performance obligation is satisfied at a point in time by transferring the control of a promised good or service to a customer. Examples of control are using the asset to produce goods or services, enhance the value of other assets, settle liabilities, and holding or selling the asset. ASC 606 requires the Company to select a single revenue recognition method for the performance obligation that faithfully depicts the Company’s performance in transferring control of the goods and services. The guidance allows entities to choose between two methods to measure progress toward complete satisfaction of a performance obligation:

 

1.

Output methods - recognize revenue on the basis of direct measurements of the value to the customer of the goods or services transferred to date relative to the remaining goods or services promised under the contract (e.g. surveys of performance completed to date, appraisals of results achieved, milestones reached, time elapsed, and units of produced or units delivered); and

 

 

2.

Input methods - recognize revenue on the basis of the entity’s efforts or inputs to the satisfaction of a performance obligation (e.g., resources consumed, labor hours expended, costs incurred, or time elapsed) relative to the total expected inputs to the satisfaction of that performance obligation.

Licenses of intellectual property: If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenue from non-refundable, up-front fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition.

Milestone payments: At the inception of each arrangement that includes development, regulatory or commercial milestone payments, the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price. ASC 606 suggests two alternatives to use when estimating the amount of variable consideration: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. Whichever method is used, it should be consistently applied throughout the life of the contract; however, it is not necessary for the Company to use the same approach for all contracts. The Company uses the most likely amount method for development and regulatory milestone payments. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis. The Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability or achievement of each such milestone and any related constraint, and if necessary, adjusts its estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment.

Royalties: For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied).

Up-front Fees: Depending on the nature of the agreement, up-front payments and fees may be recorded as deferred revenue upon receipt or when due and may require deferral of revenue recognition to a future period until the Company performs its obligations under these arrangements. Amounts payable to the Company are recorded as accounts receivable when the Company’s right to consideration is unconditional. The Company does not assess whether a contract has a significant financing component if the

89


expectation at contract inception is such that the period between payment by the customer and the transfer of the promised goods or services to the customer will be one year or less.

(j) Foreign Currency Transactions

Gains and losses from our foreign currency-based accounts and transactions, such as those resulting from the translation and settlement of receivables and payables denominated in foreign currencies, are included in the consolidated statements of operations within other income (expense). We do not currently use derivative financial instruments to manage the risks associated with foreign currency fluctuations. We recorded a foreign currency gain of $1.0 million for the year ended December 31, 2021, a foreign currency loss of $3.1 million for the year ended December 31, 2020, and a foreign currency gain of $0.1 million for the year ended December 31, 2019.

(k) Research and Development

Research and development expenses include the costs associated with our internal research and development activities, including salaries and benefits, share-based compensation, occupancy costs, clinical manufacturing costs, related administrative costs, and research and development conducted for us by outside advisors, such as sponsored university-based research partners and clinical study partners. We account for our internally managed clinical study costs by estimating the total cost to treat a patient in each clinical trial and recognizing this cost based on estimates of when the patient receives treatment, beginning when the patient enrolls in the trial. Research and development expenses also include the cost of clinical trial materials shipped to our research partners. Research and development costs are expensed as incurred.

(l) Share-Based Compensation

We account for share-based compensation in accordance with the provisions of ASC 718, Compensation—Stock Compensation. Share-based compensation expense is recognized based on the estimated grant date fair value. Compensation cost is recognized on a straight-line basis over the requisite service period of the award. Forfeitures are recognized as they occur. See Note 13 for a further discussion on share-based compensation.

(m) Income Taxes

Income taxes are accounted for under the asset and liability method with deferred tax assets and liabilities recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and net operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which such items are expected to be reversed or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated statement of operations in the period that includes the enactment date. Deferred tax assets are recognized when they are more likely than not expected to be realized.  

(n) Net Loss Per Share

Basic income and loss per common share are calculated by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our Directors’ Deferred Compensation Plan). Diluted income per common share is calculated by dividing net income attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our Directors’ Deferred Compensation Plan) plus the dilutive effect of outstanding instruments such as warrants, stock options, non-vested shares, convertible preferred stock, and convertible notes. Because we reported a net loss attributable to common stockholders for all periods presented, diluted loss per common share is the same as basic loss per common share, as the effect of utilizing the fully diluted share count would have reduced the net loss per common share. Therefore, the following potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding as of December 31, 2021, 2020, and 2019, as they would be anti-dilutive:

 

 

 

Year Ended

 

 

 

2021

 

 

2020

 

 

2019

 

Warrants

 

 

1,980

 

 

 

1,950

 

 

 

1,400

 

Stock options

 

 

32,764

 

 

 

28,916

 

 

 

27,164

 

Nonvested shares

 

 

1,018

 

 

 

887

 

 

 

2,120

 

Series A-1 convertible preferred stock

 

 

333

 

 

 

333

 

 

 

333

 

Series C-1 convertible preferred stock

 

 

 

 

 

12,459

 

 

 

12,459

 

 

90


 

(o) Goodwill

Goodwill represents the excess of cost over the fair value of net assets of businesses acquired. Goodwill is not amortized, but instead tested for impairment at least annually. Annually we assess whether there is an indication that goodwill is impaired, or more frequently if events and circumstances indicate that the asset might be impaired during the year. We perform our annual impairment test as of October 31 of each year. The first step of our impairment analysis compares the fair value of our reporting units to their net book value to determine if there is an indicator of impairment. We operate as three reporting units. ASC 350, Intangibles, Goodwill and Other states that if the carrying value of a reporting unit is negative, the second step of the impairment test shall be performed to measure the amount of impairment loss, if any, if qualitative factors indicate that it is more likely than not that a goodwill impairment exists. No goodwill impairment has been recognized for the periods presented.

(p) Long-lived Assets

If required based on certain events and circumstances, recoverability of assets to be held and used, other than goodwill and intangible assets not being amortized, is measured by a comparison of the carrying amount of an asset to the undiscounted future net cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset exceeds its estimated future undiscounted cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. Authoritative guidance requires companies to separately report discontinued operations and extends that reporting to a component of an entity that either has been disposed of (by sale, abandonment, or in a distribution to owners) or is classified as held for sale. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.

(q) Leases

In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases (Topic 842) (“ASC 842”) which supersedes Topic 840, Leases (“ASC 840”). We adopted ASC 842 on January 1, 2019 using the alternative transition method and recorded a cumulative effect adjustment to beginning retained earnings without restating prior periods. We elected the package of practical expedients, which allowed us to carry forward our historical lease classification, our assessment of whether a contract is or contains a lease and our initial direct costs for any leases that existed prior to adoption of the new standard.

At the inception of an agreement, we determine whether the contract contains a lease. If a lease is identified in such arrangement, we recognize a right-of-use asset and liability on our consolidated balance sheet and determine whether the lease should be classified as a finance or operating lease. We have elected not to recognize assets or liabilities for leases with lease terms of 12 months or less.

A lease qualifies as a finance lease if any of the following criteria are met at the inception of the lease: (i) there is a transfer of ownership of the leased asset by the end of the lease term, (ii) we hold an option to purchase the leased asset that we are reasonably certain to exercise, (iii) the lease term is for a major part of the remaining economic life of the leased asset, (iv) the present value of the sum of lease payments equals or exceeds substantially all of the fair value of the leased asset, or (v) the nature of the leased asset is specialized to the point that it is expected to provide the lessor no alternative use at the end of the lease term. All other leases are recorded as operating leases.

Our leases commence when the lessor makes the asset available for our use. Finance and operating lease right-of-use assets and liabilities are recognized at the lease commencement date. Lease liabilities are recognized as the present value of the lease payments over the lease term, net of any future lease incentives to be received, using the discount rate implicit in the lease. If the implicit rate is not readily determinable, as is the case with all our current leases, we utilize our incremental borrowing rate at the lease commencement date. Right-of-use assets are recognized based on the amount of the lease liability, adjusted for any advance lease payments paid, initial direct costs incurred, or lease incentives received prior to commencement. Right-of-use assets are subject to evaluation for impairment or disposal on a basis consistent with other long-lived assets.

Operating lease payments are expensed using the straight-line method as an operating expense over the lease term, unless the right-of-use asset reflects impairment. We will then recognize the amortization of the right-of-use asset on a straight-line basis over the remaining lease term with rent expense still included in operating expense in our consolidated statement of operations.

Finance lease assets are amortized to depreciation expense using the straight-line method over the shorter of the useful life of the related asset or the lease term, unless the lease includes a provision that either (i) results in the transfer of ownership of the underlying asset at the end of the lease term or (ii) includes a purchase option whose exercise is reasonably certain. In either of these instances, the right-of-use asset is amortized over the useful life of the underlying asset. Finance lease payments are bifurcated into (i) a portion that is recorded as imputed interest expense and (ii) a portion that reduces the finance lease liability.

91


We do not separate lease and non-lease components for any of our current asset classes when determining which lease payments to include in the calculation of its lease assets and liabilities. Variable lease payments are expensed in the period incurred. If a lease includes an option to extend or terminate the lease, we reflect the option in the lease term if it is reasonably certain the option will be exercised. Our right of use assets and lease liabilities generally exclude periods covered by renewal options and include periods covered by early termination options (based on our conclusion that it is not reasonably certain that we will exercise such options).

We account for the sublease of space in our main Lexington, Massachusetts facility from the perspective of a lessor. Our sublease is classified as an operating lease. We record sublease income as a reduction of operating expense.

Operating leases are recorded in “Operating lease right-of-use assets”, “Current portion, operating lease liabilities” and “Operating lease liabilities, net of current portion”, while finance leases are recorded in “Property, plant and equipment, net”, “Other current liabilities” and “Other long-term liabilities” on our consolidated balance sheets.

(r) Recent Accounting Pronouncements

 

Recently Issued and Adopted

In December 2019, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 enhances and simplifies multiple aspects of the income tax accounting guidance in ASC 740. We adopted the standard on January 1, 2021. The adoption did not have a material impact on our consolidated financial statements.

 

Recently Issued, Not Yet Adopted

In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350) that will eliminate the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge. Instead, an impairment charge will be based on the excess of a reporting unit’s carrying amount over its fair value. The guidance is effective for the Company in the first quarter of fiscal 2023. Early adoption is permitted. We do not anticipate the adoption of this guidance to have a material impact on our consolidated financial statements, absent any goodwill impairment.

No other new accounting pronouncement issued or effective during the year ended December 31, 2021 had or is expected to have a material impact on our consolidated financial statements or disclosures.

 

 

(3) Business Acquisitions

 

4-Antibody

On January 10, 2014, we entered into a Share Exchange Agreement (the “Share Exchange Agreement”) providing for our acquisition of all of the outstanding capital stock of Agenus Switzerland Inc. (formerly known as 4-Antibody AG) (“4-AB”), from the shareholders of 4-AB (the “4-AB Shareholders”). Contingent milestone payments of up to $40.0 million (the “contingent purchase price consideration”), payable in cash or shares of our common stock at our option, are due to the 4-AB Shareholders as follows: (i) $20.0 million upon our market capitalization exceeding $300.0 million for 10 consecutive trading days prior to the earliest of (a) the fifth anniversary of the Closing Date (b) the sale of the 4-AB or (c) the sale of Agenus; (ii) $10.0 million upon our market capitalization exceeding $750.0 million for 30 consecutive trading days prior to the earliest of (a) the tenth anniversary of the Closing Date (b) the sale of 4-AB, or (c) the sale of Agenus, and (iii) $10.0 million upon our market capitalization exceeding $1.0 billion for 30 consecutive trading days prior to the earliest of (a) the tenth anniversary of the Closing Date, (b) the sale of 4-AB, or (c) the sale of Agenus. During January 2015, the first milestone noted above was achieved and, during 2021, the remaining two milestones were achieved.

 

PhosImmune Inc.

 

On December 23, 2015 (the “PhosImmune Closing Date”), we entered into a Purchase Agreement with PhosImmune Inc., a privately-held Virginia corporation (“PhosImmune”), the securityholders of PhosImmune (the “PhosImmune Securityholders”) and Fanelli Haag PLLC, as representative of the PhosImmune Securityholders providing for the acquisition of all outstanding securities of PhosImmune. Contingent milestone payments up to $35.0 million payable in cash and/or stock at our option are due as follows: (i) $5.0 million upon the closing trading price of our common stock equals or exceeds $8.00 for 60 consecutive trading days prior to the earlier of (a) the fifth anniversary of the PhosImmune Closing Date (this milestone expired unachieved on December 23, 2020) or (b) the sale of Agenus; (ii) $15.0 million if the closing trading price of our common stock equals or exceeds $13.00 for 60 consecutive

92


trading days prior to the earlier of (a) the tenth anniversary of the PhosImmune Closing Date or (b) the sale of Agenus; and (iii) $15.0 million if the closing trading price of our common stock equals or exceeds $19.00 for 60 consecutive trading days prior to the earlier of (a) the tenth anniversary of the PhosImmune Closing Date or (b) the sale of Agenus.

 

 

(4) Goodwill and Acquired Intangible Assets

The following table sets forth the changes in the carrying amount of goodwill for year ended December 31, 2021 (in thousands):

 

Balance, December 31, 2020

 

$

25,452

 

Effect of foreign currency

 

 

(576

)

Balance, December 31, 2021

 

$

24,876

 

 

Acquired intangible assets consisted of the following at December 31, 2021 and 2020 (in thousands):

 

 

 

As of December 31, 2021

 

 

 

Amortization

period

(years)

 

Gross carrying

amount

 

 

Accumulated

amortization

 

 

Net carrying

amount

 

Intellectual Property

 

7-15 years

 

$

16,850

 

 

$

(11,927

)

 

$

4,923

 

Trademarks

 

4-4.5 years

 

 

1,277

 

 

 

(1,047

)

 

 

230

 

Other

 

2-7 years

 

 

2,255

 

 

 

(981

)

 

 

1,274

 

In-process research and development

 

Indefinite

 

 

2,061

 

 

 

 

 

 

2,061

 

Total

 

 

 

$

22,443

 

 

$

(13,955

)

 

$

8,488

 

 

 

 

As of December 31, 2020

 

 

 

Amortization

period

(years)

 

Gross carrying

amount

 

 

Accumulated

amortization

 

 

Net carrying

amount

 

Intellectual Property

 

7-15 years

 

$

17,013

 

 

$

(10,112

)

 

$

6,901

 

Trademarks

 

4.5 years

 

 

1,310

 

 

 

(980

)

 

 

330

 

Other

 

2-6 years

 

 

2,272

 

 

 

(749

)

 

 

1,523

 

In-process research and development

 

Indefinite

 

 

2,132

 

 

 

 

 

 

2,132

 

Total

 

 

 

$

22,727

 

 

$

(11,841

)

 

$

10,886

 

The weighted average amortization period of our finite-lived intangible assets is approximately 9 years. Amortization expense for the years ended December 31, 2021, 2020, and 2019 was $2.1 million, $2.4 million and $2.0 million, respectively. Amortization expense related to acquired intangibles is estimated at $2.2 million for 2022, $1.7 million for 2023 and $0.6 million for each of 2024, 2025 and 2026.

The acquired IPR&D asset relates to the six pre-clinical antibody programs acquired in the Agenus Switzerland transaction. IPR&D acquired in a business combination is capitalized at fair value until the underlying project is completed and is subject to impairment testing. Once the project is completed, the carrying value of IPR&D is amortized over the estimated useful life of the asset. Post-acquisition research and development expenses related to the acquired IPR&D are expensed as incurred.

 

 

(5) Investments

Cash Equivalents and Short-term Investments

Cash equivalents and short-term investments consisted of the following as of December 31, 2021 and 2020 (in thousands):

 

 

 

December 31, 2021

 

 

December 31, 2020

 

 

 

Cost

 

 

Estimated

Fair Value

 

 

Cost

 

 

Estimated

Fair Value

 

Institutional Money Market Funds

 

$

219,903

 

 

$

219,903

 

 

$

64,256

 

 

$

64,256

 

U.S. Treasury Bills

 

 

34,989

 

 

 

34,989

 

 

 

20,000

 

 

 

20,000

 

Total

 

$

254,892

 

 

$

254,892

 

 

$

84,256

 

 

$

84,256

 

 

93


 

As a result of the short-term nature of our investments, there were minimal unrealized holding gains or losses for the years ended December 31, 2021, 2020 and 2019.

Of the investments listed above, $239.9 million were classified as cash equivalents and $15.0 million as short-term investments on our consolidated balance sheets as of December 31, 2021. All were classified as cash equivalents as of December 31, 2020.

 

 

(6) Restricted Cash

As of December 31, 2021 and 2020, we maintained non-current restricted cash of $2.7 million and $2.6 million, respectively. These amounts are included within “Other long-term assets” in our consolidated balance sheets and are comprised of letters of credit required under two of our facility leases. We did not maintain restricted cash as of December 31, 2019.

The following table provides a reconciliation of cash, cash equivalents and restricted cash that agrees to the total of the aforementioned amounts shown in our consolidated statements of cash flows as of December 31, 2021, 2020 and 2019, respectively (in thousands):

 

 

2021

 

 

2020

 

 

2019

 

Cash and cash equivalents

 

$

291,931

 

 

$

99,871

 

 

$

61,808

 

Restricted cash

 

 

2,669

 

 

 

2,634

 

 

 

 

Cash, cash equivalents and restricted cash

 

$

294,600

 

 

$

102,505

 

 

$

61,808

 

 

 

(7) Property, Plant and Equipment

Property, plant and equipment, net as of December 31, 2021 and 2020 consist of the following (in thousands):

 

 

 

2021

 

 

2020

 

 

Estimated

Depreciable

Lives

Land

 

$

17,969

 

 

$

2,230

 

 

Indefinite

Building and building improvements

 

 

5,630

 

 

 

5,630

 

 

35 years

Furniture, Fixtures, and other

 

 

4,874

 

 

 

5,866

 

 

3 to 10 years

Laboratory, manufacturing and transportation equipment

 

 

27,095

 

 

 

22,855

 

 

4 to 10 years

Leasehold improvements

 

 

45,496

 

 

 

28,390

 

 

2 to 12 years

Software and computer equipment

 

 

9,504

 

 

 

9,020

 

 

3 years

 

 

 

110,568

 

 

 

73,991

 

 

 

Less accumulated depreciation and amortization

 

 

(50,539

)

 

 

(47,201

)

 

 

Total

 

$

60,029

 

 

$

26,790

 

 

 

 

 

(8) Income Taxes

We are subject to taxation in the U.S. and in various state, local, and foreign jurisdictions. We remain subject to examination by U.S. Federal, state, local, and foreign tax authorities for tax years 2018 through 2021. With a few exceptions, we are no longer subject to U.S. Federal, state, local, and foreign examinations by tax authorities for the tax year 2017 and prior. However, net operating losses from the tax year 2017 and prior would be subject to examination if and when used in a future tax return to offset taxable income. Our policy is to recognize income tax related penalties and interest, if any, in our provision for income taxes and, to the extent applicable, in the corresponding income tax assets and liabilities, including any amounts for uncertain tax positions.

As of December 31, 2021, we had available net operating loss carryforwards of $749.3 million and $231.6 million for Federal and state income tax purposes, respectively, which are available to offset future Federal and state taxable income, if any, $152.9 million of these Federal net operating loss carryforwards do not expire, while the remaining net operating loss carryforwards expire between 2022 and 2041. Our ability to use these net operating losses may be limited by change of control provisions under Internal Revenue Code Section 382 and may expire unused. In addition, we have $8.7 million and $2.2 million of Federal and state research and development credits, respectively, available to offset future taxable income. These Federal and state research and development credits expire between 2022 and 2033 and 2022 and 2029, respectively. Additionally, we have $211,000 of state investment tax credits, available to offset future taxable income and expire between 2022 and 2025. We also have foreign net operating loss carryforwards, which do not expire, available to offset future foreign taxable income of $11.5 million in the United Kingdom, $11.7 million in Belgium, $685,000 in Ireland, and $289,000 in Hong Kong. The potential impacts of such provisions are among the items considered and reflected in management’s assessment of our valuation allowance requirements.

94


The tax effect of temporary differences and net operating loss and tax credit carryforwards that give rise to significant portions of the deferred tax assets and deferred tax liabilities as of December 31, 2021 and 2020 are presented below (in thousands).

 

 

 

2021

 

 

2020

 

Deferred tax assets:

 

 

 

 

 

 

 

 

U.S. Federal and State net operating loss carryforwards

 

$

171,848

 

 

$

168,786

 

Foreign net operating loss carryforwards

 

 

6,608

 

 

 

5,302

 

Research and development tax credits

 

 

10,577

 

 

 

14,314

 

Share-based compensation

 

 

5,383

 

 

 

4,846

 

Intangible Assets

 

 

33,511

 

 

 

39,477

 

Interest expense carryforward

 

 

11,319

 

 

 

7,114

 

Deferred Revenue

 

 

51,256

 

 

 

58,796

 

Lease Liability

 

 

9,945

 

 

 

8,389

 

Other

 

 

5,285

 

 

 

4,768

 

Total deferred tax assets

 

 

305,732

 

 

 

311,792

 

Less: valuation allowance

 

 

(297,831

)

 

 

(303,747

)

Net deferred tax assets

 

 

7,901

 

 

 

8,045

 

Foreign intangible assets

 

 

(940

)

 

 

(1,052

)

Right of use asset

 

 

(6,946

)

 

 

(7,852

)

Other

 

 

(1,017

)

 

 

(192

)

Deferred tax liabilities

 

 

(8,903

)

 

 

(9,096

)

Net deferred tax liability

 

$

(1,002

)

 

$

(1,051

)

 

In assessing the realizability of deferred tax assets, we consider whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which the net operating loss and tax credit carryforwards can be utilized or the temporary differences become deductible. We consider projected future taxable income and tax planning strategies in making this assessment. In order to fully realize the deferred tax asset, we will need to generate future taxable income sufficient to utilize net operating losses prior to their expiration. Based upon our history of not generating taxable income due to our business activities focused on product development, we believe that it is more likely than not that deferred tax assets will not be realized through future earnings. Accordingly, a valuation allowance has been established for deferred tax assets which will not be offset by the reversal of deferred tax liabilities. The valuation allowance on the deferred tax assets decreased by $5.9 million and increased by $41.5 million during the years ended December 31, 2021 and 2020, respectively.

Income tax benefit was nil for the years ended December 31, 2021, 2020 and 2019. Income taxes recorded differed from the amounts computed by applying the U.S. Federal income tax rate of 21% to loss before income taxes as a result of the following (in thousands).

 

 

 

2021

 

 

2020

 

 

2019

 

Computed “expected” Federal tax benefit

 

$

(5,976

)

 

$

(38,706

)

 

$

(23,413

)

(Increase) reduction in income taxes benefit resulting from:

 

 

 

 

 

 

 

 

 

 

 

 

Change in valuation allowance

 

 

(5,916

)

 

 

41,519

 

 

 

7,913

 

(Decrease) increase due to uncertain tax positions

 

 

1,674

 

 

 

(764

)

 

 

(64

)

Foreign income inclusion

 

 

 

 

 

3,570

 

 

 

 

Loan forgiveness

 

 

(1,301

)

 

 

 

 

 

 

State and local income benefit, net of Federal income tax

   benefit

 

 

9,242

 

 

 

(4,675

)

 

 

4,144

 

Equity based compensation

 

 

2,290

 

 

 

1,883

 

 

 

1,367

 

Foreign rate differential

 

 

(277

)

 

 

629

 

 

 

(564

)

Change in fair value contingent consideration

 

 

2,343

 

 

 

287

 

 

 

1,219

 

Other, net

 

 

(2,079

)

 

 

(3,743

)

 

 

9,398

 

Income tax benefit

 

$

 

 

$

 

 

$

 

 

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (in thousands):

 

 

 

2021

 

 

2020

 

 

2019

 

Balance, January 1

 

$

3,614

 

 

$

4,292

 

 

$

4,356

 

Increase (decrease) related to current year positions

 

 

(484

)

 

 

88

 

 

 

122

 

Increase (decrease) related to previously recognized positions

 

 

18

 

 

 

(766

)

 

 

(186

)

Balance, December 31

 

$

3,148

 

 

$

3,614

 

 

$

4,292

 

95


 

 

These unrecognized tax benefits would all impact the effective tax rate if recognized. There are no positions which we anticipate could change within the next twelve months.

 

 

(9) Accrued Liabilities

Accrued liabilities consist of the following as of December 31, 2021 and 2020 (in thousands):

 

 

 

December 31, 2021

 

 

December 31, 2020

 

Payroll

 

$

14,206

 

 

$

7,643

 

Professional fees

 

 

6,433

 

 

 

4,457

 

Contract manufacturing costs

 

 

5,824

 

 

 

6,274

 

Research services

 

 

8,550

 

 

 

4,649

 

Other

 

 

7,078

 

 

 

6,034

 

Total

 

$

42,091

 

 

$

29,057

 

  

 

(10) Equity

Effective June 19, 2019, our certificate of incorporation was amended to increase the number of authorized shares of common stock from 240,000,000 to 400,000,000.

Under the terms and conditions of the Certificate of Designation creating the Series A-1 Preferred Stock, this stock is convertible by the holder at any time into our common stock, is non-voting, has an initial conversion price of $94.86 per common share, subject to adjustment, and is redeemable by us at its face amount ($31.6 million), plus any accrued and unpaid dividends. The Certificate of Designation does not contemplate a sinking fund. The Series A-1 Preferred Stock ranks senior to both our Series C-1 Convertible Preferred Stock and our common stock. In a liquidation, dissolution, or winding up of the Company, the Series A-1 Preferred Stock’s liquidation preference must be fully satisfied before any distribution could be made to the holders of the common stock. Other than in such a liquidation, no terms of the Series A-1 Preferred Stock affect our ability to declare or pay dividends on our common stock as long as the Series A-1 Preferred Stock’s dividends are accruing. The liquidation value of this Series A-1 Preferred stock is equal to $1,000 per share outstanding plus any accrued unpaid dividends. Dividends in arrears with respect to the Series A-1 Preferred Stock were approximately $1.8 million or $58.21 per share, and $1.6 million, or $51.54 per share, at December 31, 2021 and 2020, respectively.

On July 22, 2020, we filed an Automatic Shelf Registration Statement on Form S-3ASR (file no. 333-240006) (the “Registration Statement”). The Registration Statement included both a base prospectus that covered the potential offering, issuance and sale from time to time of common stock, preferred stock, warrants, debt securities and units of Agenus and a prospectus covering the offering, issuance and sale of up to 100 million shares of our common stock from time to time in “at-the-market offerings” pursuant to a new At Market Issuance Sales Agreement (the “Sales Agreement”) entered into with B. Riley on July 22, 2020. Pursuant to the Sales Agreement, sales will be made only upon instructions by us to B. Riley.

During the year ended December 31, 2021, we received net proceeds of approximately $197.6 million from the sale of approximately 44.2 million shares of our common stock at an average price per share of approximately $4.61, in at-the-market offerings under the Sales Agreement.

In June 2020, in connection with the Betta License Agreement, we entered into a stock purchase agreement with Betta and Betta HK, pursuant to which we agreed to sell to Betta HK approximately 5.0 million shares of our common stock for an aggregate purchase price of approximately $20.0 million, or $4.03 per share. The closing under the stock purchase agreement occurred in July 2020. Betta HK owned approximately 2.8% of the outstanding shares of our common stock after such purchase. Under the stock purchase agreement, Betta HK has agreed not to dispose of any of the shares for a period of 12 months and to vote the shares in accordance with the recommendations of our board of directors for a period of 12 months.

 

(11) Series C-1 Convertible Preferred Stock

In October 2018, we entered into a Stock Purchase Agreement with certain institutional investors (the “Purchasers”), pursuant to which we issued and sold an aggregate of 18,459 shares of Series C-1 Convertible Preferred Stock (the “C-1 Preferred Shares”), at a purchase price of $2,167 per share. Each C-1 Preferred Share is convertible into 1,000 shares of our common stock at an initial conversion price of $2.167 per share of common stock, which represents a 10% premium over the prior day’s closing price on Nasdaq. The aggregate purchase price paid by the Purchasers C-1 Preferred Shares was approximately $40,000,000.  We received net proceeds of $39.9 million after offering expenses.

96


The C-1 Preferred Shares were classified as temporary or mezzanine equity on our Consolidated Balance Sheets in accordance with U.S. GAAP as the C-1 Convertible Preferred Shares contained deemed liquidation rights that were a contingent redemption feature not solely in the Company’s control.

Conversion

The C-1 Preferred Shares were convertible at the option of the stockholder into the number of shares of Common Stock determined by dividing the stated value of the C-1 Preferred Shares being converted by the conversion price of $2.167, subject to adjustment for stock splits, reverse stock splits and similar recapitalization events.

In the years ended December 31, 2021 and 2019 holders of shares of Series C-1 Preferred Stock converted such shares into 12.5 million shares and 6.0 million shares, respectively, of our common stock. As of December 31, 2021, no shares of Series C-1 Convertible Preferred Stock remained outstanding.

 

 

(12) Non-controlling Interest

 

Non-controlling interest recorded in our consolidated financial statements for the years ended December 31, 2021, 2020 and 2019, relates to the following approximate interests in certain consolidated subsidiaries, which we do not own.

 

 

2021

 

 

2020

 

 

2019

 

MiNK Therapeutics, Inc.

 

 

21

%

 

 

19

%

 

 

19

%

SaponiQx, Inc.

 

 

27

%

 

 

6

%

 

 

0

%

 

Changes in non-controlling interest for the years ended December 31, 2021, 2020 and 2019 were as follows (in thousands):

 

 

2021

 

 

2020

 

 

2019

 

Beginning balance

 

$

(7,826

)

 

$

(5,981

)

 

$

(2,078

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss attributable to non-controlling interest

 

 

(4,798

)

 

 

(1,977

)

 

 

(3,903

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Other items:

 

 

 

 

 

 

 

 

 

 

 

 

Sale of subsidiary shares in an initial public offering

 

 

21,230

 

 

 

 

 

 

 

Issuance of subsidiary shares to non-controlling interest

 

 

3,243

 

 

 

132

 

 

 

 

Subsidiary share-based compensation

 

 

1,620

 

 

 

 

 

 

 

Total other items

 

 

26,093

 

 

 

132

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ending balance

 

$

13,469

 

 

$

(7,826

)

 

$

(5,981

)

 

Sale of Subsidiary Shares in an Initial Public Offering

In the fourth quarter of 2021, the MiNK Therapeutics initial public offering was completed, resulting in an increase to non-controlling interest of $21.2 million as of December 31, 2021.

Issuance of Subsidiary Shares to Non-controlling Interest

Shares of SaponiQx were issued in exchange for future services, resulting in an increase to non-controlling interest of $3.2 million and $0.1 million as of December 31, 2021 and 2020, respectively.

Subsidiary Share-based Compensation

Subsidiary share-based compensation attributed to non-controlling interest represents share-based compensation expense for awards issued by MiNK Therapeutics.

 

97


 

 

(13) Share-based Compensation Plans

On March 12, 2009, our Board of Directors adopted, and on June 10, 2009, our stockholders approved, our 2009 Equity Incentive Plan (the “2009 EIP”). The 2009 EIP provides for the grant of incentive stock options intended to qualify under Section 422 of the Code, nonstatutory stock options, restricted stock, unrestricted stock and other equity-based awards, such as stock appreciation rights, phantom stock awards, and restricted stock units, for up to 29.2 million shares of our common stock (subject to adjustment in the event of stock splits and other similar events). As of December 31, 2021, no shares remain available for issuance under the 2009 EIP.

On April 10, 2019, our Board of Directors adopted, and on June 19, 2019, our stockholders approved, our 2019 Equity Incentive Plan (the “2019 EIP”). On June 15, 2021, our stockholders approved an amendment to the 2019 EIP, increasing the number of shares available for issuance. The 2019 EIP provides for the grant of incentive stock options intended to qualify under Section 422 of the Code, nonstatutory stock options, restricted stock, unrestricted stock and other equity-based awards, such as stock appreciation rights, phantom stock awards, and restricted stock units, which we refer to collectively as Awards, for up to 55.2 million shares of our common stock (subject to adjustment in the event of stock splits and other similar events).

The Board of Directors appointed the Compensation Committee to administer the 2009 EIP and the 2019 EIP. No awards will be granted under the 2019 EIP after June 19, 2029.

On March 12, 2009, our Board of Directors adopted, and on June 10, 2009, our stockholders approved, the 2009 Employee Stock Purchase Plan (the “2009 ESPP”) to provide eligible employees the opportunity to acquire our common stock in a program designed to comply with Section 423 of the Code. There were 166,666 shares of common stock reserved for issuance under the 2009 ESPP. Rights to purchase common stock under the 2009 ESPP were granted at the discretion of the Compensation Committee, which determined the frequency and duration of individual offerings under the plan and the dates when stock may have been purchased. Eligible employees participated voluntarily and may have withdrawn from any offering at any time before the stock is purchased. Participation terminated automatically upon termination of employment. The purchase price per share of common stock in an offering was 85% of the lesser of its fair value at the beginning of the offering period or on the applicable exercise date and may have been paid through payroll deductions, periodic lump sum payments, the delivery of our common stock, or a combination thereof. Unless otherwise permitted by the Board of Directors, no participant may have acquired more than 3,333 shares of stock in any offering period. No participant was allowed to purchase shares under the 2009 ESPP if such employee would own or would have been deemed to own stock possessing 5% or more of the total combined voting power or value of the Company. The 2009 ESPP plan terminated on June 10, 2019.

In the second quarter of 2019, our Board of Directors adopted, and on June 16, 2020, our stockholders approved the 2019 Employee Stock Purchase Plan (the “2019 ESPP”) to provide eligible employees the opportunity to acquire our common stock in a program designed to comply with Section 423 of the Code. On June 15, 2021, our stockholders approved an amendment to the 2019 ESPP, increasing the number of shares available for issuance. There are 1.0 million shares reserved for issuance under the 2019 ESPP.

Our Directors’ Deferred Compensation Plan, as amended, permits each outside director to defer all, or a portion of, their cash compensation until their service as a director ends or until a specified date into a cash account or a stock account. There are 575,000 shares of our common stock reserved for issuance under this plan. As of December 31, 2021, 72,081 shares had been issued. Amounts deferred to a cash account will earn interest at the rate paid on one-year Treasury bills with interest added to the account annually. Amounts deferred to a stock account will be converted on a quarterly basis into a number of units representing shares of our common stock equal to the amount of compensation which the participant has elected to defer to the stock account divided by the applicable price for our common stock. The applicable price for our common stock has been defined as the average of the closing price of our common stock for all trading days during the calendar quarter preceding the conversion date as reported by The Nasdaq Capital Market. Pursuant to this plan, a total of 538,871 units, each representing a share of our common stock at a weighted average common stock price of $4.35, had been credited to participants’ stock accounts as of December 31, 2021. The compensation charges for this plan were immaterial for all periods presented.

On November 4, 2015, our Board of Directors adopted and approved our 2015 Inducement Equity Plan (the “2015 IEP”) in compliance with and in reliance on NASDAQ Listing Rule 5635(c)(4), which exempts inducement grants from the general requirement of the NASDAQ Listing Rules that equity-based compensation plans and arrangements be approved by stockholders. There are 1,500,000 shares of our common stock reserved for issuance under the 2015 IEP.  

We primarily use the Black-Scholes option pricing model to value options granted to employees and non-employees, as well as options granted to members of our Board of Directors. All stock option grants have 10-year terms and generally vest ratably over a 3 or 4-year period.

98


The fair value of each option granted during the periods was estimated on the date of grant using the following weighted average assumptions:

 

 

 

2021

 

 

2020

 

 

2019

 

Expected volatility

 

 

49

%

 

 

66

%

 

 

64

%

Expected term in years

 

 

4

 

 

 

6

 

 

 

5

 

Risk-free interest rate

 

 

0.8

%

 

 

0.8

%

 

 

1.8

%

Dividend yield

 

 

0

%

 

 

0

%

 

 

0

%

 

Expected volatility is based exclusively on historical volatility data of our common stock. The expected term of stock options granted is based on historical data and other factors and represents the period of time that stock options are expected to be outstanding prior to exercise. The risk-free interest rate is based on U.S. Treasury strips with maturities that match the expected term on the date of grant.

A summary of option activity for 2021 is presented below:

 

 

 

Options

 

 

Weighted

Average

Exercise

Price

 

 

Weighted

Average

Remaining

Contractual

Term

(in years)

 

 

Aggregate

Intrinsic

Value

 

Outstanding at December 31, 2020

 

 

28,966,901

 

 

$

3.70

 

 

 

 

 

 

 

 

 

Granted

 

 

9,005,010

 

 

 

3.58

 

 

 

 

 

 

 

 

 

Exercised

 

 

(2,502,716

)

 

 

3.40

 

 

 

 

 

 

 

 

 

Forfeited

 

 

(1,837,019

)

 

 

3.29

 

 

 

 

 

 

 

 

 

Expired

 

 

(868,089

)

 

 

5.17

 

 

 

 

 

 

 

 

 

Outstanding at December 31, 2021

 

 

32,764,087

 

 

 

3.66

 

 

 

7.25

 

 

$

6,309,552

 

Vested or expected to vest at December 31, 2021

 

 

32,764,087

 

 

 

3.66

 

 

 

7.25

 

 

$

6,309,552

 

Exercisable at December 31, 2021

 

 

17,509,054

 

 

$

3.84

 

 

 

6.19

 

 

$

3,832,406

 

 

The weighted average grant-date fair values of options granted during the years ended December 31, 2021, 2020, and 2019, was $2.81, $2.04, and $1.77, respectively.

The aggregate intrinsic value in the table above represents the difference between our closing stock price on the last trading day of fiscal 2021 and the exercise price, multiplied by the number of in-the-money options that would have been received by the option holders had all option holders exercised their options on December 31, 2021 (the intrinsic value is considered to be zero if the exercise price is greater than the closing stock price). This amount changes based on the fair market value of our stock. The total intrinsic value of options exercised during the years ended December 31, 2021, 2020, and 2019, determined on the dates of exercise, was $4.2 million, $1.2 million, and $385,000, respectively.  

During 2021, 2020, and 2019, all options were granted with exercise prices equal to the market value of the underlying shares of common stock on the grant date other than certain awards dated December 31, 2018, December 24, 2019, December 17, 2020 and December 31, 2020. In December 2018, our Board of Directors approved certain awards subject to forfeiture in the event stockholder approval was not obtained for our 2019 EIP. This approval was obtained in June 2019. Accordingly, these awards have a grant date of June 2019, with an exercise price as of the date the Board of Director's approved the awards in December 2018. In December 2019, our Board of Directors approved certain awards. However, the awards were not communicated until February 2020. Accordingly, these awards have a grant date of February 2020 with an exercise price as of the date the Board of Director's approved the awards in December 2019. On December 17, 2020 our Board of Directors approved certain awards. However, the awards were not communicated until March 2021. Accordingly, these awards have a grant date of March 2021 with an exercise price as of the date the Board of Director's approved the awards in December 2020. On December 31, 2020, our Board of Directors approved certain awards subject to forfeiture in the event stockholder approval was not obtained for an increase in shares available for issuance under our 2019 EIP. This approval was obtained in June 2021. Accordingly, these awards have a grant date of June 2021, with an exercise price as of the date the Board of Director's approved the awards in December 2020.

As of December 31, 2021, there was $32.0 million of unrecognized share-based compensation expense related to these stock options and stock options granted under a subsidiary plan which, if all milestones are achieved, will be recognized over a weighted average period of 2.5 years.

99


Certain employees and consultants have been granted non-vested stock. The fair value of non-vested market-based awards is calculated based on a Monte Carlo simulation as of the date of issuance. The fair value of other non-vested stock is calculated based on the closing sale price of our common stock on the date of issuance.

A summary of non-vested stock activity for 2021 is presented below:

 

 

 

Nonvested

Shares

 

 

Weighted

Average

Grant Date

Fair Value

 

Outstanding at December 31, 2020

 

 

886,816

 

 

$

2.14

 

Granted

 

 

2,025,701

 

 

 

3.28

 

Vested

 

 

(1,826,132

)

 

 

3.17

 

Forfeited

 

 

(68,334

)

 

 

3.79

 

Outstanding at December 31, 2021

 

 

1,018,051

 

 

$

2.39

 

 

As of December 31, 2021, there was $2.8 million of unrecognized share-based compensation expense related to these non-vested shares and non-vested shares granted under a subsidiary plan which, if all milestones are achieved, will be recognized over a weighted average period of 1.8 years. The total intrinsic value of shares vested during the years ended December 31, 2021, 2020, and 2019, was $5.8 million, $621,000, and $357,000, respectively.

Cash received from option exercises and purchases under our 2009 and 2019 ESPP for the years ended December 31, 2021, 2020, and 2019, was $9.1 million, $4.5 million, and $1.6 million, respectively.

We issue new shares upon option exercises, purchases under our 2009 and 2019 ESPP, vesting of non-vested stock and under the Directors’ Deferred Compensation Plan. During the years ended December 31, 2021, 2020, and 2019, 2,502,716 shares, 1,161,757 shares, and 466,940 shares, respectively, were issued as a result of stock option exercises. During the years ended December 31, 2021, 2020, and 2019, 241,507 shares, 236,855 shares, and 84,703 shares, were issued under 2009 ESPP and 2019 ESPP, respectively. During the years ended December 31, 2021, 2020, and 2019, 246,481 shares, 165,632 shares, and 129,675 shares, respectively, were issued as a result of the vesting of non-vested stock. Additionally, during the year ended December 31, 2021, 1,579,651 shares were issued as payment for certain employee bonuses, with 550,087 of those shares being withheld to cover taxes, resulting in a net share issuance of 1,029,564.

The impact on our results of operations from share-based compensation for the years ended December 31, 2021, 2020, and 2019, was as follows (in thousands).

 

 

 

Year Ended

 

 

 

2021

 

 

2020

 

 

2019

 

Research and development

 

$

4,528

 

 

$

3,758

 

 

$

3,873

 

General and administrative

 

 

14,606

 

 

 

6,363

 

 

 

6,019

 

Total share-based compensation expense

 

$

19,134

 

 

$

10,121

 

 

$

9,892

 

 

 

(14) License, Research, and Other Agreements

On December 5, 2014, Agenus Switzerland, entered into a license agreement with the Ludwig Institute for Cancer Research Ltd., or Ludwig, which replaced and superseded a prior agreement entered into between the parties in May 2011. Pursuant to the terms of the license agreement, Ludwig granted Agenus Switzerland an exclusive, worldwide license under certain intellectual property rights of Ludwig and Memorial Sloan Kettering Cancer Center arising from the prior agreement to further develop and commercialize GITR, OX40 and TIM-3 antibodies. On January 25, 2016, we and Agenus Switzerland entered into a second license agreement with Ludwig, on substantially similar terms, to develop CTLA-4 and PD-1 antibodies. Pursuant to the December 2014 license agreement, Agenus Switzerland made an upfront payment of $1.0 million to Ludwig. The December 2014 license agreement also obligates Agenus Switzerland to make potential milestone payments of up to $20.0 million for events prior to regulatory approval of licensed GITR, OX40 and TIM-3 products, and potential milestone payments in excess of $80.0 million if such licensed products are approved in multiple jurisdictions, in more than one indication, and certain sales milestones are achieved. Under the January 2016 license agreement, we are obligated to make potential milestone payments of up to $12.0 million for events prior to regulatory approval of CTLA-4 and PD-1 licensed products, and potential milestone payments of up to $32.0 million if certain sales milestones are achieved. Under each of these license agreements, we and/or Agenus Switzerland will also be obligated to pay low to mid-single digit royalties on all net sales of licensed products during the royalty period, and to pay Ludwig a percentage of any sublicensing income, ranging from a low to mid-double digit percentage depending on various factors. The license agreements may each be terminated as follows:

100


(i) by either party if the other party commits a material, uncured breach; (ii) by either party if the other party initiates bankruptcy, liquidation or similar proceedings; or (iii) by Agenus Switzerland or us (as applicable) for convenience upon 90 days’ prior written notice. The license agreements also contain customary representations and warranties, mutual indemnification, confidentiality and arbitration provisions.

We have entered into various agreements with contract manufacturers, institutions, and clinical research organizations (collectively "third party providers") to perform pre-clinical activities and to conduct and monitor our clinical studies. Under these agreements, subject to the enrollment of patients and performance by the applicable third-party provider, we have estimated our total payments to be $486.8 million over the term of the studies. For the years ended December 31, 2021, 2020, and 2019, $72.8 million, $64.7 million, and $87.7 million, respectively, have been expensed in the accompanying consolidated statements of operations related to these third-party providers. Through December 31, 2021, we have expensed $391.5 million as research and development expenses and $372.5 million of this amount has been paid. The timing of expense recognition and future payments related to these agreements is subject to the enrollment of patients and performance by the applicable third-party provider. 

 

 

(15) Revenue from Contracts with Customers

Bristol Myers Squibb Company License Agreement

On May 17, 2021, we entered into a License, Development and Commercialization Agreement (“BMS License Agreement”) with Bristol Myers Squibb Company (“BMS”) to collaborate on the development and commercialization of our proprietary anti-TIGIT bispecific antibody program AGEN1777. Pursuant to the BMS License Agreement, we received a non-refundable upfront cash payment of $200.0 million and are eligible to receive up to $1.36 billion in aggregate development, regulatory and commercial milestone payments plus the tiered royalties described below. In July 2021, the BMS License Agreement closed, and we received the $200.0 million upfront payment.

In October 2021, we announced that the first patient was dosed in the AGEN1777 Phase 1 clinical trial, triggering the achievement of a $20.0 million milestone. We received this milestone in December 2021 and as of December 31, 2021, remain eligible to receive up to an additional $1.34 billion in aggregate development, regulatory and commercial milestone payments.

Under the BMS License Agreement, we granted BMS an exclusive worldwide license under certain of our intellectual property rights to develop, manufacture and commercialize AGEN1777 and its derivatives in all fields; provided, we retained an option to access the licensed antibodies for use in clinical studies in combination with certain of our other pipeline assets subject to certain restrictions. In exchange, BMS is responsible for all of the development, regulatory approval, manufacturing and commercialization costs with respect to products containing AGEN1777. In addition to the upfront and potential milestone payments described above, we will receive tiered double-digit royalties on worldwide net sales of products containing AGEN1777 ranging from the low double-digit to mid-teens percent. Additionally, we have the option, but not the obligation, to co-fund a minority of the global development costs of products containing AGEN1777 or its derivatives, in exchange for increased tiered royalties on U.S. net sales of co-funded products ranging from the mid-teens to low twenties percent and ex-U.S. net sales of co-funded products ranging from the low double digits to mid-teens percent. All royalties are subject to certain reductions under certain circumstances as described in the BMS License Agreement. Finally, we also have the option to co-promote AGEN1777 in the U.S.

The royalty term shall terminate on a product-by-product and country-by-country basis on the latest of (i) 10 year anniversary of the first commercial sale of such product in such country, (ii) the expiration of any regulatory exclusivity period that covers such product in such country, and (iii) the expiration of the last-to-expire licensed patent that covers such product in such country.

The BMS License Agreement includes customary representations and warranties, covenants, indemnification obligations for a transaction of this nature. Under the terms of the BMS License Agreement, we and BMS each have the right to terminate the agreement for material breach by, or insolvency of, the other party following notice, and if applicable, a cure period. BMS may also terminate the BMS License Agreement in its entirety, or on a product-by-product or country-by-country basis, for convenience upon 180 days’ notice.

License Revenue

We identified a single performance obligation under the BMS License Agreement, the license of AGEN1777 (“AGEN1777 License”). All other promised goods/services were deemed immaterial in the context of the contract. We determined that the AGEN1777 License was both capable of being distinct and distinct within the context of the contract as the AGEN1777 License has significant stand-alone functionality as of contract inception and BMS can begin deriving benefit from the AGEN1777 License without consideration of the immaterial services.

We determined that there were no significant financing components, noncash consideration, or amounts that may be refunded to the customer, and as such the total upfront fixed consideration of the AGEN1777 License totaling $200.0 million would be included in the total transaction price. We concluded that the standalone selling price of the AGEN1777 License approximated the $200.0

101


million upfront fee and as such the full amount would be recognized at a point-in-time, upon delivery of the AGEN1777 License to BMS at contract inception.

For the year ended December 31, 2021, under the BMS License Agreement, we recognized $200.0 million in research and development revenue related to the transfer of the AGEN1777 License and $20.0 million in research and development revenue related to the achievement of a milestone.

Betta License Agreement

In June 2020, we entered into a license and collaboration agreement (the “Betta License Agreement”) with Betta Pharmaceuticals Co., Ltd. (“Betta”), pursuant to which we granted Betta an exclusive license to develop, manufacture and commercialize balstilimab and zalifrelimab in Greater China. Under the terms of the Betta License Agreement, we received $15.0 million upfront in July 2020 and are eligible to receive up to $100.0 million in milestone payments plus royalties on any future sales in Greater China.

We also entered into a stock purchase agreement with Betta and a wholly-owned subsidiary of Betta (“Betta HK”). Refer to Note 10 – Equity for additional detail.

We identified the following performance obligations under the Betta License Agreement: (1) the license of balstilimab and zalifrelimab and (2) our obligation to complete manufacturing technology transfer activities to Betta (the “Technology Transfer”) for balistilimab and zalifrelimab.

We determined that the license of balstilimab and zalifrelimab was both capable of being distinct and distinct within the context of the contract as the license has significant stand-alone functionality as of contract inception based on the advanced development stage of balstilimab and zalifrelimab. Betta can begin deriving benefit from the license prior to the Technology Transfer being completed. The Technology Transfer is completed over time and is separate from the transfer of the balstilimab and zalifrelimab license, which occurred at contract inception. As a result, we concluded that the balstilimab and zalifrelimab license and Technology Transfer are separate performance obligations.

We determined that there were no significant financing components, noncash consideration, or amounts that may be refunded to the customer, and as such the total upfront fixed consideration of $15.0 million would be included in the total transaction price and be allocated to the identified performance obligations using the relative standalone selling price method.

We determined the estimated standalone selling price of the balstilimab and zalifrelimab license by applying a risk adjusted, net present value, estimate of future cash flow approach. We determined the estimated standalone selling price of the Technology Transfer by using the estimated costs of satisfying the performance obligation, plus an appropriate margin for such services.

Revenue attributable to the balstilimab and zalifrelimab license was recognized at a point-in-time, upon delivery of the license to Betta at contract inception. The Technology Transfer is satisfied over time and revenue attributable to this performance obligation will be recognized as the related services are being performed using the input of costs incurred over total costs expected to be incurred. We believe this is the best measure of progress because other measures do not reflect how we transfer the performance obligation to Betta.

For the years ended December 31, 2021 and 2020, we recognized $0.6 million and $13.9 million, respectively, of research and development revenue related to the Betta License Agreement.

UroGen License Agreement

In November 2019, we entered into a License Agreement with UroGen Pharma Ltd. (the “UroGen License Agreement”) in which we granted a license of AGEN1884 for use with UroGen's sustained release technology for intravesical delivery in patients with urinary tract cancers. Pursuant to the terms of the UroGen License Agreement, we received an upfront cash payment from UroGen of $10.0 million. We are eligible to receive up to $200.0 million in potential development, regulatory and commercial milestones, as well as 14-20% royalties on net sales of the products containing AGEN1884.

We identified the following performance obligations under the UroGen License Agreement: (1) the license of AGEN1884 that we granted UroGen, and (2) the clinical supply of AGEN1884 that we agreed to supply to UroGen. We determined that the license of AGEN1884 was both capable of being distinct and distinct within the context of the contract as the license has significant stand-alone functionality as of contract inception based on the advanced development stage of AGEN1884. We also determined that the clinical supply of AGEN1884 was both capable of being distinct and distinct within the context of the contract as it was considered a readily available resource in the market.

We determined that there were no significant financing components, noncash consideration, or amounts that may be refunded to the customer, and as such the total upfront fixed consideration of the license totaling $10.0 million would be included in the total

102


transaction price. We concluded that the combined standalone selling price of the license approximated the $10.0 million upfront fee and as such the full amount will be recognized at a point-in-time, upon delivery of the license to UroGen at contract inception. We will not estimate the transaction price in order to recognize the revenue related to the AGEN1884 supply due to the “as invoiced” practical expedient.

For the years ended December 31, 2021 and 2020, we recognized approximately $0.3 million and $63,000, respectively, of research and development revenue related to the UroGen License Agreement. For the year ended December 31, 2019, we recognized $10.0 million of research and development revenue related to the UroGen License Agreement.

Gilead Collaboration Agreement

On December 20, 2018, we entered into a series of agreements with Gilead focused on the development and commercialization of up to five novel immuno-oncology therapies. Pursuant to the terms of the license agreement, the option and license agreements and the stock purchase agreement we entered into with Gilead (collectively, the “Gilead Collaboration Agreements”), at the closing of the transaction on January 23, 2019 (the “Effective Date”), we received an upfront cash payment from Gilead of $120.0 million and Gilead made a $30.0 million equity investment in Agenus.

License Agreement

Pursuant to the terms of a license agreement between the parties (the “License Agreement”), we granted Gilead an exclusive, worldwide license under certain of our intellectual property rights to develop, manufacture and commercialize our preclinical bispecific antibody, AGEN1423, in all fields of use. We filed an investigational new drug (“IND”) application for AGEN1423 in February 2019, and the IND was accepted by the FDA in March 2019. On November 6, 2020, we received notice from Gilead that it would return AGEN1423 back to us and voluntarily terminate the License Agreement, effective as of February 4, 2021.

Option and License Agreements

Pursuant to the terms of two separate option and license agreements between the parties (each, an “Option and License Agreement” and together, the “Option and License Agreements”), we granted Gilead exclusive options to license exclusively (“License Option”) our bispecific antibody, AGEN1223, and our monospecific antibody, AGEN2373 (together, the “Option Programs”), during the respective Option Periods (defined below). Pursuant to the terms of the Option and License Agreements, we agreed to grant Gilead an exclusive, worldwide license under our intellectual property rights to develop, manufacture and commercialize AGEN1223 or AGEN2373, as applicable, in all fields of use upon Gilead’s exercise of the applicable License Option. Gilead is entitled to exercise its License Option for either or both Option Programs at any time up until ninety (90) days following Gilead’s receipt of a data package with respect to the first complete Phase 1b clinical trial for each Option Program (the “Option Period”). During the Option Period, we are responsible for the costs and expenses related to the development of the Option Programs. After Gilead’s exercise of a License Option, if at all, Gilead would be responsible for all development, manufacturing and commercialization activities relating to the relevant Option Program at Gilead’s cost and expense. In the third quarter of 2021 we ceased development of AGEN1223 and in October 2021 the AGEN1223 option and license agreement was formally terminated. The AGEN2373 Option and License Agreement and the Stock Purchase Agreement remain in full force and effect.

During the Option Period, we are eligible to receive milestones of up to $10.0 million in the aggregate. If Gilead exercises the AGEN2373 License Option, it would be required to pay an upfront license exercise fee of $50.0 million. Following the exercise of the AGEN2373 License Option, we would be eligible to receive additional development and commercial milestones of up to $520.0 million in the aggregate, as well as tiered royalty payments on aggregate net sales. We will have the right to opt-in to share Gilead’s development and commercialization costs in the United States for the AGEN2373 Option Program in exchange for a profit (loss) share on a 50:50 basis and revised milestone payments. We filed an IND AGEN2373 in 2019, and it is now in clinical development.

Unless earlier terminated, the AGEN2373 Option and License Agreement will continue until the earlier of (i) the expiration of the Option Period, without Gilead’s exercise of the License Option; and (ii) the date all of Gilead’s applicable payment obligations under the Option and License Agreement have been performed or have expired. Under the terms of the AGEN2373 Option and License Agreement, we and Gilead each have the right to terminate the agreement for material breach by, or insolvency of, the other party. Gilead may also terminate the AGEN2373 Option License Agreement in its entirety, or on a product-by-product or country-by-country basis for convenience upon ninety (90) days’ notice.

Collaboration Revenue

For the years ended December 31, 2021 and 2020, we recognized $22.4 million and $12.3 million, respectively, of research and development revenue related to the Gilead Collaboration Agreements based on the partial satisfaction of the over time performance obligations as of period end. For the year ended December 31, 2021, the amount also includes deferred revenue recognized in connection with the termination of AGEN1223 development. For the year ended December 31, 2019, we recognized $86.1 million of research and development revenue related to the Gilead Collaboration Agreements. This amount included $20.6 million of the transaction price recognized based on the partial satisfaction of the over time performance obligations as of period end.

103


We expect to recognize deferred research and development revenue of $11.7 million and $10.1 million in 2022 and 2023, respectively, related to performance obligations that are unsatisfied or partially unsatisfied as of December 31, 2021.

Incyte Collaboration Agreement

On January 9, 2015 and effective February 19, 2015, we entered into a global license, development and commercialization agreement (the “Collaboration Agreement”) with Incyte pursuant to which the parties plan to develop and commercialize novel immuno-therapeutics using our antibody discovery platforms. The Collaboration Agreement was initially focused on four checkpoint modulator programs directed at GITR, OX40, LAG-3 and TIM-3. In addition to the four identified antibody programs, the parties have an option to jointly nominate and pursue the development and commercialization of antibodies against additional targets during a five-year discovery period which, upon mutual agreement of the parties for no additional consideration, can be extended for an additional three years. In November 2015, we and Incyte jointly nominated and agreed to pursue the development and commercialization of three additional CPM targets. In February 2017, we amended the Collaboration Agreement by entering into a First Amendment to License, Development and Commercialization Agreement (the “First Amendment”). In October 2019, we further amended the Collaboration Agreement by entering into a Second Amendment to License, Development and Commercialization Agreement (the “Second Amendment”). See “Amendments” section below.

Pursuant to the XOMA Royalty Purchase Agreement, we sold to XOMA 33% of the future royalties and 10% of the future milestones that we were entitled to receive from Incyte, excluding the $5.0 million milestone that we recognized in the three months ended September 30, 2018. As of December 31, 2021, we remain eligible to receive up to $450.0 million in future potential development, regulatory and commercial milestones across all programs in the collaboration, as well as 67% of all future royalties on worldwide product sales.

Agreement Structure

Under the terms of the Collaboration Agreement, we received non-creditable, nonrefundable upfront payments totaling $25.0 million. In addition, until the Amendment, the parties shared all costs and profits for the GITR, OX40 and two of the additional antibody programs on a 50:50 basis (profit-share products), and we were eligible to receive up to $20.0 million in future contingent development milestones under these programs. Incyte is obligated to reimburse us for all development costs that we incur in connection with the TIM-3, LAG-3 and one of the additional antibody programs (royalty-bearing products) and we are eligible to receive (i) up to $155.0 million in future contingent development, regulatory, and commercialization milestone payments and (ii) tiered royalties on global net sales at rates generally ranging from 6% to 12%. For each royalty-bearing product, we will also have the right to elect to co-fund 30% of development costs incurred following initiation of pivotal clinical trials in return for an increase in royalty rates. Additionally, we had the option to retain co-promotion participation rights in the United States on any profit-share product. Through the direction of a joint steering committee, until the Amendment, the parties anticipated that, for each program, we would serve as the lead for pre-clinical development activities through investigational new drug (“IND”) application filing, and Incyte would serve as the lead for clinical development activities. The parties initiated the first clinical trials of antibodies arising from these programs in 2016. For each additional program beyond GITR, OX40, TIM-3 and LAG-3 that the parties elect to bring into the collaboration, we will have the option to designate it as a profit-share product or a royalty-bearing product.

The Collaboration Agreement will continue as long as (i) any product is being developed or commercialized or (ii) the discovery period remains in effect. Incyte may terminate the Collaboration Agreement or any individual program for convenience upon 12 months’ notice. The Collaboration Agreement may also be terminated by either party upon the occurrence of an uncured material breach of the other party or by us if Incyte challenges patent rights controlled by us. In addition, either party may terminate the Collaboration Agreement as to any program if the other party is acquired and the acquiring party controls a competing program.

Amendments

Pursuant to the terms of the First Amendment, the GITR and OX40 programs immediately converted from profit-share programs to royalty-bearing programs and we became eligible to receive a flat 15% royalty on global net sales should any candidates from either of these two programs be approved. Incyte is now responsible for global development and commercialization and all associated costs for these programs. In addition, the profit-share programs relating to TIGIT and one undisclosed target were removed from the collaboration, with the undisclosed target reverting to Incyte and TIGIT to Agenus. Should any of those programs be successfully developed by a party, the other party will be eligible to receive the same milestone payments as the royalty-bearing programs and royalties at a 15% rate on global net sales. The terms for the remaining three royalty-bearing programs targeting TIM-3, LAG-3 and one undisclosed target remain unchanged, with Incyte being responsible for global development and commercialization and all associated costs. The Amendment gives Incyte exclusive rights and all decision-making authority for manufacturing, development, and commercialization with respect to all royalty-bearing programs.

In connection with the First Amendment, Incyte paid us $20.0 million in accelerated milestones related to the clinical development of the antibody candidates targeting GITR and OX40.

Pursuant to the terms of the Second Amendment, we transitioned preclinical development and IND preparation of the undisclosed target to Incyte.

104


Collaboration Revenue

For the years ended December 31, 2021 and 2020, we recognized approximately $1.2 million and $0.7 million, respectively, of research and development revenue for research and development services provided. For the year ended December 31, 2019, we recognized approximately $3.7 million of research and development revenue. This amount included $2.0 million of the transaction price for the Incyte Collaboration Agreement recognized based on proportional performance and $1.7 million for research and development services.

Merck Collaboration and License Agreement

During the quarter ended June 30, 2014, we entered into a collaboration and license agreement with Merck to discover and optimize fully-human antibodies against two undisclosed cancer targets using the Retrocyte Display®. Under this agreement, Merck is responsible for the clinical development and commercialization of antibodies generated under the collaboration. There are no unsatisfied performance obligations relating to this contract. Pursuant to the XOMA Royalty Purchase Agreement (see Note 19), we sold to XOMA 33% of the future royalties and 10% of the future milestones that we are entitled to receive from Merck, and we remain eligible to receive from Merck approximately $76.5 million in potential payments associated with the completion of certain clinical, regulatory and commercial milestones, as well as 67% of all future royalties on worldwide product sales.

For the year ended December 31, 2021, no revenue was recognized. For the year ended December 31, 2020, we recognized $9.0 million in research and development revenue and $1.0 million in non-cash milestone revenue related to the achievement of a milestone. For the year ended December 31, 2019, no revenue was recognized.

GSK License and Amended GSK Supply Agreements

In July 2006, we entered into a license agreement and a supply agreement with GSK for the use of QS-21 Stimulon (the “GSK License Agreement” and the “GSK Supply Agreement”, respectively). In January 2009, we entered into an Amended and Restated Manufacturing Technology Transfer and Supply Agreement (the “Amended GSK Supply Agreement”) under which GSK has the right to manufacture all of its requirements of commercial grade QS-21 Stimulon. GSK is obligated to supply us (or our affiliates, licensees, or customers) certain quantities of commercial grade QS-21 Stimulon for a stated period of time. Under these agreements, GSK paid an upfront license fee of $3.0 million and agreed to pay aggregate milestones of $5.0 million. In July 2007, the Amended GSK Supply Agreement was further amended, and we were paid an additional fixed fee of $7.3 million. In March 2012 we entered into a First Right to Negotiate and Amendment Agreement amending the GSK License Agreement and the Amended GSK Supply Agreement to clarify and include additional rights for the use of our QS-21 Stimulon (the “GSK First Right to Negotiate Agreement”). In addition, we granted GSK the first right to negotiate for the purchase of the Company or certain of our assets, which such rights expired in March 2017. As consideration for entering into the GSK First Right to Negotiate Agreement, GSK paid us an upfront, non-refundable payment of $9.0 million, $2.5 million of which is creditable toward future royalty payments. As of December 31, 2017, we had received all of the potential $24.3 million in upfront and milestone payments related to the GSK Agreements. We were also generally entitled to receive 2% royalties on net sales of prophylactic vaccines for a period of 10 years after the first commercial sale of a resulting GSK product, but we sold these royalty rights to HCR in January 2018 pursuant to the HCR Royalty Purchase Agreement (See Note 19). The GSK License and Amended GSK Supply Agreements may be terminated by either party upon a material breach if the breach is not cured within the time specified in the respective agreement. The termination or expiration of the GSK License Agreement does not relieve either party from any obligation which accrued prior to the termination or expiration. Among other provisions, the license rights granted to GSK survive expiration of the GSK License Agreement. The license rights and payment obligations of GSK under the Amended GSK Supply Agreement survive termination or expiration, except that GSK's license rights and future royalty obligations do not survive if we terminate due to GSK's material breach unless we elect otherwise.

For the years ended December 31, 2021 and 2020, we recognized $44.4 million and $46.5 million, respectively, in non-cash royalty revenue. For the year ended December 31, 2019, we recognized $15.1 million in royalty sales milestone revenue and $30.4 million in non-cash royalty revenue.

Disaggregation of Revenue

The following table presents revenue (in thousands) for years ended December 31, 2021, 2020 and 2019, disaggregated by geographic region and revenue type. Revenue by geographic region is allocated based on the domicile of our respective business operations.

 

105


 

 

 

Year ended December 31, 2021

 

 

 

United States

 

 

Rest of World

 

 

Total

 

Revenue Type

 

 

 

 

 

 

 

 

 

 

 

 

License fees and milestones

 

$

220,000

 

 

$

 

 

$

220,000

 

Clinical product revenue

 

 

587

 

 

 

 

 

 

587

 

Research and development services

 

 

1,476

 

 

 

 

 

 

1,476

 

Other services

 

 

 

 

 

6,704

 

 

 

6,704

 

Recognition of deferred research and development revenue

 

 

22,359

 

 

 

 

 

 

22,359

 

Recognition of deferred grant revenue

 

 

184

 

 

 

 

 

 

184

 

Non-cash royalties

 

 

44,355

 

 

 

 

 

 

44,355

 

 

 

$

288,961

 

 

$

6,704

 

 

$

295,665

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year ended December 31, 2020

 

Revenue Type

 

 

 

 

 

 

 

 

 

 

 

 

License fees and milestones

 

$

22,857

 

 

$

 

 

$

22,857

 

Research and development services

 

 

754

 

 

 

 

 

 

754

 

Other services

 

 

 

 

 

4,619

 

 

 

4,619

 

Recognition of deferred research and development revenue

 

 

12,304

 

 

 

 

 

 

12,304

 

Recognition of deferred grant revenue

 

 

91

 

 

 

 

 

 

91

 

Non-cash royalties and milestones

 

 

47,545

 

 

 

 

 

 

47,545

 

 

 

$

83,551

 

 

$

4,619

 

 

$

88,170

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year ended December 31, 2019

 

Revenue Type

 

 

 

 

 

 

 

 

 

 

 

 

License fees and milestones

 

$

75,500

 

 

$

 

 

$

75,500

 

Research and development services

 

 

1,707

 

 

 

 

 

 

1,707

 

Royalty sales milestone

 

 

15,100

 

 

 

 

 

 

15,100

 

Manufacturing services

 

 

3,337

 

 

 

 

 

 

3,337

 

Recognition of deferred research and development revenue

 

 

22,638

 

 

 

 

 

 

22,638

 

Recognition of deferred grant revenue

 

 

652

 

 

 

690

 

 

 

1,342

 

Non-cash royalties

 

 

30,424

 

 

 

 

 

 

30,424

 

 

 

$

149,358

 

 

$

690

 

 

$

150,048

 

Contract Balances

Contract assets primarily relate to our rights to consideration for work completed in relation to our research and development services performed but not billed at the reporting date. Contract assets are transferred to receivables when the rights become unconditional. Currently, we do not have any contract assets which have not transferred to a receivable. We had no asset impairment charges related to contract assets in the period. Contract liabilities primarily relate to contracts where we received payments but have not yet satisfied the related performance obligations. The advance consideration received from customers for research and development services or licenses bundled with other promises is a contract liability until the underlying performance obligations are transferred to the customer.

The following table provides information about contract liabilities from contracts with customers (in thousands):

 

Year ended December 31, 2021

 

Balance at beginning of period

 

 

Additions

 

 

Deductions

 

 

Balance at end of period

 

Contract liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred revenue

 

$

45,284

 

 

$

761

 

 

$

(22,420

)

 

$

23,625

 

 

The change in contract liabilities is primarily related to the recognition of $22.4 million of revenue related to the Gilead Collaboration Agreements during the year ended December 31, 2021. Deferred revenue related to the Gilead Collaboration Agreements of $21.8 million as of December 31, 2021, which was comprised of the $142.5 million initial transaction price, less $120.7 million of research and development revenue recognized from the effective date of the contract, will be recognized as the combined performance obligation is satisfied.

We also recorded a $1.5 million receivable as of December 31, 2021 for research and development and other services provided.

106


In the year ended December 31, 2021, we did not recognize any revenue from amounts included in the contract asset or the contract liability balances from performance obligations satisfied in previous periods. None of the costs to obtain or fulfill a contract were capitalized.

 

 

(16) Related Party Transactions

Our Audit and Finance Committee approved a charitable contribution to the Children of Armenia Fund (“COAF”) of up to $125,000 for 2021. Dr. Garo H. Armen, our CEO, is the founder and chairman of COAF. The 2021 charitable contribution was comprised of a cash component and a non-cash component. The cash component was $68,000, which we paid in quarterly installments. The non-cash component was $50,000, which was the estimated value of a portion of office space made available to COAF employees.

During the year ended December 31, 2021, our Audit and Finance Committee approved the performance of research and development manufacturing services totaling $291,000 for Protagenic Therapeutics, Inc. We will be reimbursed for these services on an actual time and materials basis. Dr. Garo H. Armen, our CEO, is Executive Chairman of and has a greater than 10% equity interest in Protagenic Therapeutics, Inc.

 

 

(17) Leases

The majority of our operating lease agreements are for the office, research and development and manufacturing space we use to conduct our operations.

We lease space in Lexington, Massachusetts for our manufacturing, research and development, and corporate offices, office space in New York, New York for use as corporate offices, facilities in Berkeley, California, for manufacturing and corporate offices, a facility in Emeryville, California for the development of a cGMP manufacturing facility and a facility in Cambridge, United Kingdom for research and development and corporate offices. We have subleased a small portion of the space in our main Lexington facility for part of the associated head lease. These agreements expire at various times between 2023 and 2036, with options to extend certain of the leases.

We also have finance lease agreements for equipment that expire at various times between 2022 and 2024.

The components of lease cost recorded in our consolidated statement of operations were as follows (in thousands):

 

 

 

Year ended December 31,

 

 

 

2021

 

 

2020

 

 

2019

 

Operating lease cost

 

$

8,878

 

 

$

4,698

 

 

$

2,551

 

Finance lease cost

 

 

407

 

 

 

375

 

 

 

221

 

Variable lease cost

 

 

1,826

 

 

 

1,887

 

 

 

1,414

 

Sublease income

 

 

(595

)

 

 

(578

)

 

 

(561

)

      Net lease cost

 

$

10,516

 

 

$

6,382

 

 

$

3,625

 

Variable lease cost for the years ended December 31, 2021, 2020 and 2019, primarily related to common area maintenance, taxes, utilities and insurance associated with our operating leases. Short-term lease cost for the years ended December 31, 2021, 2020 and 2019 was immaterial.

Cash paid for amounts included in the measurement of operating lease liabilities for the years ended December 31, 2021, 2020 and 2019 was approximately $2.1 million, $1.6 million and $1.4 million, respectively. Cash paid for amounts included in the measurement of finance lease liabilities for the years ended December 31, 2021 and 2020 was approximately $0.9 million and $1.8 million, respectively.

107


The following table presents supplemental balance sheet information related to our leases as of December 31, 2021 and 2020 (in thousands):

 

 

 

As of December 31, 2021

 

 

As of December 31, 2020

 

Operating Leases

 

 

 

 

 

 

 

 

Operating lease right-of-use assets

 

$

31,054

 

 

$

33,480

 

      Total operating lease right-of-use assets

 

 

31,054

 

 

 

33,480

 

 

 

 

 

 

 

 

 

 

Current portion, operating lease liabilities

 

 

2,627

 

 

 

1,950

 

Operating lease liabilities, net of current portion

 

 

42,109

 

 

 

34,065

 

      Total operating lease liabilities

 

 

44,736

 

 

 

36,015

 

 

 

 

 

 

 

 

 

 

Finance Leases

 

 

 

 

 

 

 

 

Property, plant and equipment, net

 

 

2,663

 

 

 

2,231

 

      Total finance lease right-of-use assets

 

 

2,663

 

 

 

2,231

 

 

 

 

 

 

 

 

 

 

Other current liabilities

 

 

335

 

 

 

746

 

Other long-term liabilities

 

 

318

 

 

 

66

 

      Total finance lease liabilities

 

$

653

 

 

$

812

 

Maturities of our operating lease liabilities as of December 31, 2021 were as follows (in thousands):

 

Year

 

Operating Leases

 

 

Finance leases

 

 

Expected sublease receipts

 

 

Net future lease commitments

 

2022

 

$

(7,209

)

 

$

373

 

 

$

(613

)

 

$

(7,449

)

2023

 

 

9,568

 

 

 

248

 

 

 

 

 

 

 

9,816

 

2024

 

 

8,357

 

 

 

88

 

 

 

 

 

 

 

8,445

 

2025

 

 

8,544

 

 

 

 

 

 

 

 

 

 

 

8,544

 

2026

 

 

8,219

 

 

 

 

 

 

 

 

 

 

 

8,219

 

Thereafter

 

 

77,418

 

 

 

 

 

 

 

 

 

 

 

77,418

 

   Total

 

$

104,897

 

 

$

709

 

 

$

(613

)

 

$

104,993

 

      Less imputed interest

 

 

(60,161

)

 

 

(56

)

 

 

 

 

 

 

 

 

Present value of lease liabilities

 

$

44,736

 

 

$

653

 

 

 

 

 

 

 

 

 

In the above table, expected operating lease payments for the year ending December 31, 2022 include $14.5 million in lease incentives expected to be received from the lessor of our Emeryville, CA facility related to the construction of tenant improvements.

Total future lease payments of approximately $22.4 million for a finance lease that had not yet commenced as of December 31, 2021, as we did not control the underlying assets, are not included in these consolidated financial statements. We expect this lease to commence in 2022 with a term of 3 years.

The weighted-average remaining lease terms and discount rates related to our leases were as follows:

 

 

 

December 31, 2021

 

 

 

Operating

 

 

Finance

 

Weighted average remaining lease term (in years)

 

 

12.0

 

 

 

2.0

 

Weighted average discount rate

 

 

11.6

%

 

 

8.4

%

 

 

 

108


 

(18) Debt

Debt obligations consisted of the following as of December 31, 2021 and 2020 (in thousands):

 

Debt instrument

 

Balance at

December 31,

2021

 

Current Portion:

 

 

 

 

Debentures

 

$

146

 

Other

 

 

582

 

Long-term Portion:

 

 

 

 

2015 Subordinated Notes

 

 

12,823

 

Total

 

$

13,551

 

 

Debt instrument

 

Balance at

December 31,

2020

 

Current Portion:

 

 

 

 

Debentures

 

$

146

 

Other

 

 

687

 

Long-term Portion:

 

 

 

 

2015 Subordinated Notes

 

 

12,682

 

Other

 

 

6,197

 

Total

 

$

19,712

 

As of December 31, 2021, and 2020, the principal amount of our outstanding debt balance was $13.8 million and $20.0 million, respectively.

Subordinated Notes

On February 20, 2015, we, certain existing investors and certain additional investors entered into an Amended and Restated Note Purchase Agreement, pursuant to which we (i) canceled our senior subordinated promissory notes issued in April 2013 (the “2013 Notes”) in exchange for new senior subordinated promissory notes (the “2015 Subordinated Notes”) in the aggregate principal amount of $5.0 million, (ii) issued additional 2015 Subordinated Notes in the aggregate principal amount of $9.0 million and (iii) issued five year warrants (the “2015 Warrants”) to purchase 1,400,000 shares of our common stock at an exercise price of $5.10 per share. Warrants to purchase 500,000 shares of the Company’s common stock issued in connection with the 2013 Notes (the “2013 Warrants”) had an exercise price of $4.41 per share; and expired on April 15, 2019.

The 2015 Subordinated Notes bear interest at a rate of 8% per annum, payable in cash on the first day of each month in arrears. Among other default and acceleration terms customary for indebtedness of this type, the 2015 Subordinated Notes include default provisions which allow for the noteholders to accelerate the principal payment of the 2015 Subordinated Notes in the event we become involved in certain bankruptcy proceedings, become insolvent, fail to make a payment of principal or (after a grace period) interest on the 2015 Subordinated Notes, default on other indebtedness with an aggregate principal balance of $13.5 million or more if such default has the effect of accelerating the maturity of such indebtedness, or become subject to a legal judgment or similar order for the payment of money in an amount greater than $13.5 million if such amount will not be covered by third-party insurance.

On February 18, 2020, we entered into an amendment to the 2015 Subordinated Notes (the “Amendment”) pursuant to which we:

 

extended the maturity date of $13.5 million of the 2015 Subordinated Notes by three years from February 20, 2020 to February 20, 2023;

 

repaid $0.5 million of the 2015 Subordinated Notes;

 

extended the exercise period of the warrants to purchase 1,350,000 shares of the Company’s common stock previously issued in 2015 by three years from February 20, 2020 to February 20, 2023; and

 

issued new warrants to purchase 675,000 shares of the Company’s common stock with a term of five years and an exercise price of $4.48 per share, which represented a 20% premium over the 30-day average trailing closing price of the Company’s common stock as of the date of the Amendment.

The amended 2015 Subordinated Notes are not convertible into shares of our common stock and are set to mature on February 23, 2023, at which point we would be required to repay the full outstanding balance in cash. We may prepay the amended 2015 Subordinated Notes at any time, in part or in full, without premium or penalty.

109


The Amendment was accounted for as a debt extinguishment under the guidance of ASU 470: Debt. For the year ended December 31, 2020, we recorded a loss of approximately $2.7 million in other expense in our consolidated statements of operations and comprehensive loss, which primarily represents the fair value of the new and extended warrants. The amended 2015 Subordinated Notes were recorded at fair value. In April 2020, we repaid $0.5 million of the outstanding amended 2015 Subordinated Notes and cancelled the related warrants.

 

Payroll Protection Program

In May 2020, we entered into promissory notes with Bank of America, NA for aggregate loan proceeds of approximately $6.2 million (collectively, the “Loan”) under the Small Business Administration Paycheck Protection Program of the Coronavirus Aid, Relief and Economic Security Act of 2020. In September 2021, we received notification that our forgiveness applications were approved. As such, the Loan was extinguished, and for the year ended December 31, 2021, a $6.2 million gain was recorded in our consolidated statements of operations and comprehensive loss.

 

(19) Liability Related to the Sale of Future Royalties and Milestones

 

The following table shows the activity within the liability account in the year ended December 31, 2021 and for the period from the inception of the royalty transactions to December 31, 2021 (in thousands):

 

 

 

Year ended December 31, 2021

 

 

Period from inception to December 31, 2021

 

Liability related to sale of future royalties and milestones - beginning balance

 

$

234,041

 

 

$

 

Proceeds from sale of future royalties and milestones

 

 

 

 

 

205,000

 

Non-cash royalty and milestone revenue

 

 

(44,355

)

 

 

(139,634

)

Non-cash interest expense recognized

 

 

64,419

 

 

 

188,739

 

Liability related to sale of future royalties and milestones - ending balance

 

 

254,105

 

 

 

254,105

 

Less: unamortized transaction costs

 

 

(357

)

 

 

(357

)

Liability related to sale of future royalties and milestones, net

 

$

253,748

 

 

$

253,748

 

 

Healthcare Royalty Partners

On January 6, 2018, we, through Antigenics, entered into the HCR Royalty Purchase Agreement with HCR, which closed on January 19, 2018. Pursuant to the terms of the HCR Royalty Purchase Agreement, we sold to HCR 100% of Antigenics’ worldwide rights to receive royalties GSK on sales of GSK’s vaccines containing our QS-21 Stimulon adjuvant. At closing, we received gross proceeds of $190.0 million from HCR. As part of the transaction, we reimbursed HCR for transaction costs of $100,000 and incurred approximately $500,000 in transaction costs of our own, which are presented net of the liability in the consolidated balance sheet and will be amortized to interest expense over the estimated life of the HCR Royalty Purchase Agreement. Although we sold all of our rights to receive royalties on sales of GSK’s vaccines containing QS-21, we are required to account for these royalties as revenue when earned, and we recorded the $190.0 million in proceeds from this transaction as a liability on our consolidated balance sheet that will be amortized using the interest method over the estimated life of the HCR Royalty Purchase Agreement. The liability is classified between the current and non-current portion of liability related to sale of future royalties and milestones in the consolidated balance sheets based on the estimated recognition of the royalty payments to be received by HCR in the next 12 months from the financial statement reporting date.

In the years ended December 31, 2021, 2020 and 2019, we recognized $44.4 million, $46.5 million and $30.4 million, respectively, of non-cash royalty revenue and we recorded $64.4, $59.7 million and $41.5 million, respectively, of related non-cash interest expense related to the HCR Royalty Purchase Agreement.

As royalties are remitted to HCR from GSK, the balance of the recorded liability will be effectively repaid over the life of the HCR Royalty Purchase Agreement. To determine the amortization of the recorded liability, we are required to estimate the total amount of future royalty payments to be received by HCR. The sum of these amounts less the $190.0 million proceeds we received

110


will be recorded as interest expense over the life of the HCR Royalty Purchase Agreement. Periodically, we assess the estimated royalty payments to be paid to HCR from GSK, and to the extent the amount or timing of the payments is materially different from our original estimates, we will prospectively adjust the amortization of the liability. Since the inception of the HCR Royalty Purchase Agreement our estimate of the effective annual interest rate over the life of the agreement increased to 26.6%, which results in a retrospective interest rate of 23.0%.

There are a number of factors that could materially affect the amount and timing of royalty payments from GSK, all of which are not within our control. Such factors include, but are not limited to, changing standards of care, the introduction of competing products, manufacturing or other delays, biosimilar competition, patent protection, adverse events that result in governmental health authority imposed restrictions on the use of the drug products, significant changes in foreign exchange rates, and other events or circumstances that could result in reduced royalty payments from GSK, all of which would result in a reduction of non-cash royalty revenues and the non-cash interest expense over the life of the HCR Royalty Purchase Agreement. Conversely, if sales of GSK’s vaccines containing QS-21 are more than expected, the non-cash royalty revenues and the non-cash interest expense recorded by us would be greater over the life of the HCR Royalty Purchase Agreement.

Pursuant to the HCR Royalty Purchase Agreement, we were also entitled to receive up to $40.4 million in milestone payments from HCR (through the royalty payments from GSK) based on sales of GSK’s vaccines as follows: (i) $15.1 million upon reaching $2.0 billion last-twelve-months net sales any time prior to 2024 and (ii) $25.3 million upon reaching $2.75 billion last-twelve-months net sales any time prior to 2026. In the fourth quarter of 2019, the $15.1 million milestone was achieved, as sales for the year ended December 31, 2019 exceeded $2.0 billion. As such, we recognized $15.1 million in royalty sales milestone revenue in the year ended December 31, 2019. We remain eligible to receive the $25.3 million milestone.

In June 2021, we entered into an amendment to the HCR Royalty Purchase Agreement in which HCR was granted the option to directly pay us the final $25.3 million milestone, if achieved. Under the terms of the original agreement, the milestone, if achieved, was to be paid through royalties received from GSK.

Additionally, pursuant to the HCR Royalty Purchase Agreement, we were obligated to pay HCR approximately $25.9 million in 2021 (the “Rebate Payment”) if neither of the following sales milestones are achieved: (i) 2019 sales exceed $1.0 billion or (ii) 2020 sales exceed $1.75 billion. However, we were released from this obligation in the fourth quarter of 2019 when GSK announced that Shingrix sales for the first nine months of 2019 reached 1.28 billion pounds (or approximately $1.6 billion).

XOMA

On September 20, 2018, we, through our wholly-owned subsidiary, Agenus Royalty Fund, LLC, entered into a Royalty Purchase Agreement (the “XOMA Royalty Purchase Agreement”) with XOMA (US) LLC (“XOMA”). Pursuant to the terms of the XOMA Royalty Purchase Agreement, XOMA paid us $15.0 million at closing in exchange for the right to receive 33% of the future royalties and 10% of the future milestones that we are entitled to receive from Incyte Corporation (“Incyte”) and Merck Sharpe & Dohme (“Merck”) under our agreements with each party (see Note 15), net of certain of our obligations to a third party and excluding the $5.0 million milestone from Incyte that we recognized in the quarter ended September 30, 2018. We retained 90% of the future milestones and 67% of the future royalties under our agreements with Incyte and Merck. Although we sold our rights to receive 33% of future royalties and 10% of future milestones, as a result of our significant continued involvement in the generation of the potential royalties and milestones, we are required to account for the full amount of these royalties and milestones as revenue when earned, and we recorded the $15.0 million in proceeds from this transaction as a liability on our consolidated balance sheet. Under the terms of the XOMA Royalty Purchase Agreement, should the percentage of milestones and royalties ultimately received by XOMA fail to repay the amount received by us at closing we would have no further obligation to XOMA.

 

In the fourth quarter of 2020, we achieved a $10.0 million milestone under the Merck agreement. As such, we recorded $1.0 million in non-cash milestone revenue related to the XOMA Royalty Purchase Agreement for the year ended December 31, 2020 and reduced the XOMA liability by $1.0 million.

 

 

111


 

(20) Fair Value Measurements

We measure our contingent purchase price consideration at fair value. The fair values of our PhosImmune and other contingent purchase price consideration of $1.4 million and $0.3 million, respectively, are based on significant inputs not observable in the market, which require them to be reported as Level 3 liabilities within the fair value hierarchy. The valuation of these liabilities use assumptions we believe would be made by a market participant and are mainly based on estimates from a Monte Carlo simulation of our market capitalization and share price, as well as other factors impacting the probability of triggering the milestone payments. Market capitalization and share price were evolved using a geometric Brownian motion, calculated daily for the life of the contingent purchase price considerations.

The significant unobservable inputs include the anticipated timelines to achieve the contingent purchase milestones and our estimated credit spread, the weighted average values of which (weighted based on the value of each contingent liability), as of December 31, 2021 and 2020, are shown in the table below.

 

 

 

December 31, 2021

 

 

December 31, 2020

 

Period of time to achieve milestones (in years)

 

 

2.5

 

 

 

1.3

 

Credit spread

 

 

5.4

%

 

 

5.5

%

Liabilities measured at fair value are summarized below (in thousands):

 

Description

 

December 31, 2021

 

 

Quoted Prices in

Active

Markets for

Identical Assets

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contingent purchase price consideration

 

 

1,689

 

 

 

 

 

 

 

 

 

1,689

 

Total

 

$

1,689

 

 

$

 

 

$

 

 

$

1,689

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Description

 

December 31, 2020

 

 

Quoted Prices in

Active

Markets for

Identical Assets

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contingent purchase price consideration

 

 

10,208

 

 

 

 

 

 

 

 

 

10,208

 

Total

 

$

10,208

 

 

$

 

 

$

 

 

$

10,208

 

 

The following table presents our liabilities measured at fair value using significant unobservable inputs (Level 3), as of December 31, 2021 (amounts in thousands):

 

Balance, December 31, 2020

 

$

10,208

 

Change in fair value of contingent purchase price consideration

   during the period

 

 

11,481

 

Achievement of 4-AB contingent milestones

 

 

(20,000

)

Balance, December 31, 2021

 

$

1,689

 

 

There were no changes in the valuation techniques during the period and there were no transfers into or out of Levels 1 and 2.

In June 2021, the second contingent milestone was achieved pursuant to the terms of the Share Exchange Agreement dated January 10, 2014, by and among us, 4-Antibody AG (“4-AB”), the former shareholders of 4-AB and Vischer AG, as Representative (the "Share Exchange Agreement"), triggering a $10.0 million payment. In July 2021, the third contingent milestone was achieved pursuant to the terms of the Share Exchange Agreement, triggering an additional $10.0 million payment.

The fair value of our outstanding debt balance at December 31, 2021 and 2020 was $13.6 million and $19.9 million, respectively, based on the Level 2 valuation hierarchy of the fair value measurements standard using a present value methodology which was derived by evaluating the nature and terms of each note and considering the prevailing economic and market conditions at

112


the balance sheet date. The principal amount of our outstanding debt balance at December 31, 2021 and 2020 was $13.8 million and $20.0, respectively.

 

 

(21) Contingencies

We may currently be, or may become, a party to legal proceedings. While we currently believe that the ultimate outcome of any of these proceedings will not have a material adverse effect on our financial position, results of operations, or liquidity, litigation is subject to inherent uncertainty. Furthermore, litigation consumes both cash and management attention.

 

 

(22) Benefit Plans

We sponsor a defined contribution 401(k) Savings Plan in the US and a defined contribution Group Personal Pension Plan in the UK (the “Plans”) for all eligible employees, as defined in the Plans. Participants may contribute a portion of their compensation, subject to a maximum annual amount, as established by the applicable taxing authority. Each participant is fully vested in his or her contributions and related earnings and losses. During the years ended December 31, 2021, 2020, and 2019 we made discretionary contributions to the Plans of $1.1 million, $1.1 million, and $922,000, respectively. For the years ended December 31, 2021, 2020, and 2019, we expensed $1.1 million, $1.1 million, and $922,000, respectively, related to the discretionary contribution to the Plans.

 

 

(23) Geographic Information

The following is geographical information regarding our revenues for the years ended December 31, 2021, 2020 and 2019 and our long-lived assets as of December 31, 2021 and 2020 (in thousands):

 

 

 

2021

 

 

2020

 

 

2019

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

United States

 

$

288,961

 

 

$

83,551

 

 

$

149,358

 

Rest of world

 

 

6,704

 

 

 

4,619

 

 

 

690

 

 

 

$

295,665

 

 

$

88,170

 

 

$

150,048

 

 

In the table above, revenue by geographic region is allocated based on the domicile of our respective business operations.

 

 

 

2021

 

 

2020

 

Long-lived Assets:

 

 

 

 

 

 

 

 

United States

 

$

66,225

 

 

$

27,611

 

Rest of world

 

 

3,341

 

 

 

3,302

 

Total

 

$

69,566

 

 

$

30,913

 

 

In the table above, long-lived assets include “Property, plant and equipment, net” and “Other long-term assets” from the consolidated balance sheets, by the geographic location where the asset resides.

 

 

113


 

Item 9.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Not applicable.

 

 

Item 9A.

Controls and Procedures

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our Chief Executive Officer and Principal Financial Officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Exchange Act. Based on this evaluation, our Chief Executive Officer and our Principal Financial Officer concluded that our disclosure controls and procedures were functioning effectively as of the end of the period covered by this Annual Report on Form 10-K to provide reasonable assurance that the Company can meet its disclosure obligations.

Management’s Annual Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Under the supervision and with the participation of our management, including our Chief Executive Officer and Principal Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.  Based on our evaluation under the framework, our management concluded that our internal control over financial reporting was effective as of December 31, 2021.

KPMG LLP, our independent registered public accounting firm, has issued their report, included herein, on the effectiveness of our internal control over financial reporting.

Changes in Internal Control Over Financial Reporting

There was no change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the fourth quarter 2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

114


 

Report of Independent Registered Public Accounting Firm

 

To the Stockholders and Board of Directors
Agenus Inc.:

Opinion on Internal Control Over Financial Reporting

We have audited Agenus Inc. and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2021 and 2020, the related consolidated statements of operations and comprehensive loss, convertible preferred stock and stockholders’ deficit, and cash flows for each of the years in the three-year period ended December 31, 2021, and the related notes (collectively, the consolidated financial statements), and our report dated March 1, 2022 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP

Boston, Massachusetts

March 1, 2022

 

115


 

Item 9B.

Other Information

None.

116


Item 9C.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not applicable.

 

117


 

PART III

 

 

Item 10.

Directors, Executive Officers and Corporate Governance

The information required by this Item is incorporated herein by reference to the information that will be contained in our proxy statement related to the 2022 Annual Meeting of Stockholders, which we intend to file with the Securities and Exchange Commission within 120 days of the end of our fiscal year pursuant to General Instruction G(3) of Form 10-K.

Item 11.

Executive Compensation

The information required by this Item is incorporated herein by reference to the information that will be contained in our proxy statement related to the 2022 Annual Meeting of Stockholders, which we intend to file with the Securities and Exchange Commission within 120 days of the end of our fiscal year pursuant to General Instruction G(3) of Form 10-K.

Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information required by this Item is incorporated herein by reference to the information that will be contained in our proxy statement related to the 2022 Annual Meeting of Stockholders, which we intend to file with the Securities and Exchange Commission within 120 days of the end of our fiscal year pursuant to General Instruction G(3) of Form 10-K.

Item 13.

The information required by this Item is incorporated herein by reference to the information that will be contained in our proxy statement related to the 2022 Annual Meeting of Stockholders, which we intend to file with the Securities and Exchange Commission within 120 days of the end of our fiscal year pursuant to General Instruction G(3) of Form 10-K.

Item 14.

Principal Accounting Fees and Services

Our independent registered public accounting firm is KPMG LLP, Boston, Massachusetts, Auditor Firm ID: 185.

All other information required by this Item is incorporated herein by reference to the information that will be contained in our proxy statement related to the 2022 Annual Meeting of Stockholders, which we intend to file with the Securities and Exchange Commission within 120 days of the end of our fiscal year pursuant to General Instruction G(3) of Form 10-K.

 

 

118


 

PART IV

 

 

Item 15.

Exhibits and Financial Statement Schedules

(a) 1. Consolidated Financial Statements

The consolidated financial statements are listed under Item 8 of this Annual Report on Form 10-K.

2. Financial Statement Schedules

The financial statement schedules required under this Item and Item 8 are omitted because they are not applicable, or the required information is shown in the consolidated financial statements or the footnotes thereto.

3. Exhibits

The exhibits are listed below under Part IV Item 15(b).

(b) Exhibits

 

Exhibit No.

 

Description

 

 

 

3.1

 

Amended and Restated Certificate of Incorporation of Antigenics Inc. Filed as Exhibit 3.1 to our Current Report on Form 8-K (File No. 0-29089) filed on June 10, 2002 and incorporated herein by reference.

 

 

 

3.1.1

 

Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Antigenics Inc. Filed as Exhibit 3.1 to our Current Report on Form 8-K (File No. 0-29089) filed on June 11, 2007 and incorporated herein by reference.

 

 

 

3.1.2

 

Certificate of Ownership and Merger changing the name of the corporation to Agenus Inc. Filed as Exhibit 3.1 to our Current Report on Form 8-K (File No. 0-29089) filed on January 6, 2011 and incorporated herein by reference.

 

 

 

3.1.3

 

Certificate of Second Amendment to the Amended and Restated Certificate of Incorporation of Agenus Inc. Filed as Exhibit 3.1 to our Current Report on Form 8-K (File No. 0-29089) filed on September 30, 2011 and incorporated herein by reference.

 

 

 

3.1.4

 

Certificate of Third Amendment to the Amended and Restated Certificate of Incorporation of Agenus Inc.  Filed as Exhibit 3.1.4 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended June 30, 2012 and incorporated herein by reference.

 

 

 

3.1.5

 

Certificate of Fourth Amendment to the Amended and Restated Certificate of Incorporation of Agenus Inc.  Filed as Exhibit 3.1 to our Current Report on Form 8-K (File No. 0-29089) filed on April 25, 2014 and incorporated herein by reference.

 

 

 

3.1.6

 

Certificate of Fifth Amendment to the Amended and Restated Certificate of Incorporation of Agenus Inc.  Filed as Exhibit 3.1 to our Current Report on Form 8-K (File No. 0-29089) filed on June 16, 2016 and incorporated herein by reference.

 

 

 

3.1.7

 

Certificate of Sixth Amendment to the Amended and Restated Certificate of Incorporation of Agenus Inc.  Filed as Exhibit 3.1 to our Current Report on Form 8-K (File No. 0-29089) filed on June 24, 2019 and incorporated herein by reference.

 

 

 

3.2

 

Fifth Amended and Restated By-laws of Agenus Inc. Filed as Exhibit 3.2 to our Current Report on Form 8-K (File No. 0-29089) filed on January 6, 2011 and incorporated herein by reference.

 

 

 

3.3

 

Certificate of Designations, Preferences and Rights of the Series A-1 Convertible Preferred Stock of Agenus Inc. Filed as Exhibit 3.1 to our Current Report on Form 8-K (File No. 0-29089) filed on February 5. 2013 and incorporated herein by reference.

 

 

 

3.4

 

Form of Certificate of Designation of Preferences, Rights and Limitations of Series C-1 Convertible Preferred Stock. Filed as Exhibit 3.1 to our Current Report on Form 8-K (File No. 0-29089) filed on October 11, 2018 and incorporated herein by reference.

 

 

 

4.1

 

Form of Common Stock Certificate. Filed as Exhibit 4.1 to our Current Report on Form 8-K (File No. 0-29089) filed on January 6, 2011 and incorporated herein by reference.

 

 

 

119


Exhibit No.

 

Description

 

 

 

4.2

 

Securities Exchange Agreement dated as of February 4, 2013 by and between Agenus Inc., and Mr. Brad Kelley. Filed as Exhibit 10.1 to our Current Report on Form 8-K (File No. 0-29089) filed on February 5, 2013 and incorporated herein by reference.

 

 

 

4.3

 

Amended and Restated Note Purchase Agreement dated as of February 20, 2015, as amended, by and between Agenus Inc. and the Purchasers listed on Schedule 1.1 thereto. Filed as Exhibit 4.2 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended March 31, 2015 and incorporated herein by reference.

 

 

 

4.4

 

Form of Senior Subordinated Note under the Amended and Restated Note Purchase Agreement dated as of February 20, 2015, as amended, by and between Agenus Inc. and the Purchasers listed on Schedule 1.1 thereto. Filed as Exhibit 4.3 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended March 31, 2015 and incorporated herein by reference.

 

 

 

4.5

 

Form of Warrant under the Amended and Restated Note Purchase Agreement dated as of February 20, 2015, as amended, by and between Agenus Inc. and the Purchasers listed on Schedule 1.1 thereto. Filed as Exhibit 4.4 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended March 31, 2015 and incorporated herein by reference.

 

 

 

4.6

 

Amendment to Notes and Warrants dated as of March 15, 2017 by and among Agenus Inc. and the Investors listed therein.  Filed as Exhibit 4.27 to our Annual Report on Form 10-K (File No. 0-29089) for the year ended December 31, 2016 and incorporated herein by reference.

 

 

 

4.7

 

Amendment to Notes and Warrants dated as of February 18, 2020 by and among Agenus Inc. and the Investors listed therein. Filed as Exhibit 4.7 to our Annual Report on form 10-K (File No. 0-29089) for the year ended December 31, 2019 and incorporated herein by reference.

 

 

 

4.8

 

Form of Warrant under the Amended and Restated Note Purchase Agreement dated as of February 18, 2020. Filed as Exhibit 4.8 to our Annual Report on form 10-K (File No. 0-29089) for the year ended December 31, 2019 and incorporated herein by reference.

 

 

 

4.9

 

Form of Indenture. Filed as Exhibit 4.1 to our Registration Statement on Form S-3 (File No. 333-221008) and incorporated herein by reference.

 

 

 

4.10

 

Royalty Purchase Agreement dated January 6, 2018, by and among Antigenics LLC, Healthcare Royalty Partners III, L.P. and certain of its affiliates. Filed as Exhibit 4.1 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended March 31, 2018 and incorporated herein by reference.

 

 

 

4.10.1

 

Amendment No. 1 to Royalty Purchase Agreement, dated June 22, 2021, by and among Antigenics LLC, Healthcare Royalty Partners III, L.P. and certain of its affiliates. Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended June 30, 2021 and incorporated herein by reference.

 

 

 

4.11

 

Royalty Purchase Agreement dated September 20, 2018, by and among Agenus Inc., Agenus Royalty Fund, LLC and XOMA (US) LLC. Filed as Exhibit 4.1 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended September 30, 2018 and incorporated herein by reference.

 

 

 

4.12

 

Description of Securities. Filed as Exhibit 4.12 to our Annual Report on form 10-K (File No. 0-29089) for the year ended December 31, 2019 and incorporated herein by reference.

 

 

 

 

 

Employment Agreements and Compensation Plans

 

 

 

10.1*

 

Agenus Inc. Amended and Restated 2009 Equity Incentive Plan. Filed as Exhibit 10.1 to our Current Report on Form 8-K (File No. 0-29089) filed on June 16, 2016 and incorporated herein by reference.

 

 

 

10.1.1*

 

Form of Restricted Stock Award Agreement for the Agenus Inc. Amended and Restated 2009 Equity Incentive Plan. Filed as Exhibit 10.2 to our Current Report on Form 8-K (File No. 0-29089) filed on June 15, 2009 and incorporated herein by reference.

 

 

 

10.1.2*

 

Form of Restricted Stock Unit Agreement for the Agenus Inc. Amended and Restated 2009 Equity Incentive Plan. Filed as Exhibit 10.2 to our Current Report on Form 8-K (File No. 0-29089) filed on June 30, 2015 and incorporated herein by reference.

 

 

 

10.1.3*

 

Form of Stock Option Agreement for the Agenus Inc. Amended and Restated 2009 Equity Incentive Plan. Filed as Exhibit 10.3 to our Current Report on Form 8-K (File No. 0-29089) filed on June 15, 2009 and incorporated herein by reference.

 

 

 

120


Exhibit No.

 

Description

 

 

 

10.2

 

Agenus Inc. Amended and Restated Directors' Deferred Compensation Plan.  Filed as Appendix B to our Definitive Proxy Statement on Schedule 14A filed on April 26, 2018 and incorporated herein by reference.

 

 

 

10.2.1

 

Amendment to Agenus Amended and Restated Directors' Deferred Compensation Plan. Filed as Appendix A to our Definitive Proxy Statement on Schedule 14A filed on April 28, 2020 and incorporated herein by reference.

 

 

 

10.3*

 

Amended and Restated Executive Change-in-Control Plan applicable to Christine M. Klaskin. Filed as Exhibit 10.1 to our Current Report on Form 8-K (File No. 0-29089) filed on November 3, 2010 and incorporated herein by reference.

 

 

 

10.3.1*

 

Modification of Rights in the Event of a Change of Control, dated as of June 14, 2012, by and between Agenus Inc. and Christine Klaskin.  Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended June 30, 2012 and incorporated herein by reference.

 

 

 

10.4*

 

2004 Executive Incentive Plan, as amended. Filed as Exhibit 10.1 to our Current Report on Form 8-K (File No. 0-29089) filed on January 27, 2011 and incorporated herein by reference.

 

 

 

10.4.1*

 

Agenus Inc. 2016 Executive Incentive Plan. Filed as Exhibit 10.2 to our Current Report on Form 8-K (File No. 0-29089) filed on June 16, 2016 and incorporated herein by reference.

 

 

 

10.5*

 

Employment Agreement dated December 1, 2005 between Agenus Inc. and Garo Armen. Filed as Exhibit 10.1 to our Current Report on Form 8-K (File No. 0-29089) filed on December 7, 2005 and incorporated herein by reference.

 

 

 

10.5.1*

 

First Amendment to Employment Agreement dated July 2, 2009 between Agenus Inc. and Garo Armen. Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended September 30, 2009 and incorporated herein by reference.

 

 

 

10.5.2*

 

Second Amendment to Employment Agreement dated December 15, 2010 between Agenus Inc. and Garo Armen. Filed as Exhibit 10.12.2 to our Annual Report on Form 10-K (File No. 0-29089) for the year ended December 31, 2010 and incorporated herein by reference.

 

 

 

10.6*

 

Agenus Inc. 2015 Inducement Equity Plan. Filed as Exhibit 4.14 to our Registration Statement on Form S-8 (File No. 333-209074) filed on January 21, 2016 and incorporated herein by reference.

 

 

 

10.6.1*

 

Form of Stock Option Agreement for the Agenus Inc. 2015 Inducement Equity Plan. Filed as Exhibit 4.15 to our Registration Statement on Form S-8 (File No. 333-209074) filed on January 21, 2016 and incorporated herein by reference.

 

 

 

10.6.2*

 

Form of Restricted Stock Award Agreement for the Agenus Inc. 2015 Inducement Equity Plan. Filed as Exhibit 4.16 to our Registration Statement on Form S-8 (File No. 333-209074) filed on January 21, 2016 and incorporated herein by reference.

 

 

 

10.6.3*

 

Form of Restricted Stock Unit Agreement for the Agenus Inc. 2015 Inducement Equity Plan. Filed as Exhibit 4.17 to our Registration Statement on Form S-8 (File No. 333-209074) filed on January 21, 2016 and incorporated herein by reference.

 

 

 

10.7*

 

Executive Employment Agreement dated August 8, 2019 between Agenus Inc. and Jennifer Buell. Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q (File No. 0-29089) filed on August 9, 2019 and incorporated herein by reference.

 

 

 

10.9

 

Agenus Inc. 2019 Employee Stock Purchase Plan. Filed as Exhibit 4.11 to our Registration Statement on Form S-8 (File No. 333-233100) filed on August 7, 2019 and incorporated herein by reference.

 

 

 

10.9.1

 

Amendment to the Agenus Inc. 2019 Employee Stock Purchase Plan. Filed as Appendix B to our Definitive Proxy Statement on Schedule 14A filed on April 30, 2021 and incorporated herein by reference.

 

 

 

10.10*

 

Agenus Inc. 2019 Equity Incentive Plan. Filed as Appendix B to our Definitive Proxy Statement on Schedule 14A filed on April 26, 2019 and incorporated herein by reference.

 

 

 

10.10.1*

 

Amendment to the Agenus Inc. 2019 Equity Incentive Plan. Filed as Appendix A to our Definitive Proxy Statement on Schedule 14A filed on April 30, 2021 and incorporated herein by reference.

 

 

 

10.10.2*

 

Amendment to the Agenus Inc. 2019 Equity Incentive Plan, dated February 2, 2022. Filed herewith.

 

 

 

10.10.3*

 

Form of Incentive Stock Option Agreement for the Agenus Inc. 2019 Equity Incentive Plan. Filed as Exhibit 10.10.1 to our Annual Report on form 10-K (File No. 0-29089) for the year ended December 31, 2019 and incorporated herein by reference.

 

 

 

121


Exhibit No.

 

Description

 

 

 

10.10.4*

 

Form of Non-Qualified Stock Option Agreement for the Agenus Inc. 2019 Equity Incentive Plan. Filed as Exhibit 10.10.2 to our Annual Report on form 10-K (File No. 0-29089) for the year ended December 31, 2019 and incorporated herein by reference.

 

 

 

10.10.5*

 

Form of Restricted Stock Unit Award Agreement for the Agenus Inc. 2019 Equity Incentive Plan. Filed as Exhibit 10.10.3 to our Annual Report on form 10-K (File No. 0-29089) for the year ended December 31, 2019 and incorporated herein by reference.

 

 

 

10.11

 

Consulting Agreement dated January 1, 2020 between Agenus Inc. and Brian Corvese. Filed as Exhibit 4.2 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended March 31, 2020 and incorporated herein by reference.

 

 

 

10.11.1

 

Amendment to Consulting Agreement between Agenus Inc. and Brian Corvese, dated January 1, 2022. Filed herewith.

 

 

 

10.12

 

Consulting Agreement dated April 30, 2021 between Agenus Inc. and Evan Kearns. Filed herewith.

 

 

 

10.12.1

 

Amendment to Consulting Agreement between Agenus Inc. and Evan Kearns, dated January 31, 2022. Filed herewith.

 

 

 

 

 

License and Collaboration Agreements

 

 

 

10.13(1)

 

License Agreement by and between Agenus Inc. and GlaxoSmithKline Biologicals SA dated July 6, 2006. Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended June 30, 2006 and incorporated herein by reference.

 

 

 

10.14(1)

 

Amended and Restated Manufacturing Technology Transfer and Supply Agreement by and between Agenus Inc. and GlaxoSmithKline Biologicals SA dated January 19, 2009. Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended March 31, 2009 and incorporated herein by reference.

 

 

 

10.15(1)

 

First Right to Negotiate and Amendment Agreement between Agenus Inc., Antigenics LLC and GlaxoSmithKline Biologicals SA, dated March 2, 2012.  Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended March 31, 2012 and incorporated herein by reference.

 

 

 

10.16(1)

 

License Agreement dated as of December 5, 2014 by and between 4-Antibody AG, a limited liability company organized under the laws of Switzerland (and wholly-owned subsidiary of Agenus Inc.) and Ludwig Institute for Cancer Research Ltd. Filed as Exhibit 10.21 to our Annual Report on Form 10-K (File No. 0-29089) for the year ended December 31, 2014 and incorporated herein by reference.

 

 

 

10.17.1(1)

 

License, Development and Commercialization Agreement dated as of January 9, 2015 by and among Agenus Inc., 4-Antibody AG, a limited liability company organized under the laws of Switzerland (and wholly-owned subsidiary of Agenus Inc.), Incyte Corporation and Incyte Europe Sarl, a Swiss limited liability company (and wholly-owned subsidiary of Incyte Corporation). Filed as Exhibit 10.22 to our Annual Report on Form 10-K (File No. 0-29089) for the year ended December 31, 2014 and incorporated herein by reference.

 

 

 

10.17.2(1)

 

First Amendment to License, Development and Commercialization Agreement dated as of February 14, 2017 by and among Agenus Inc., Agenus Switzerland Inc. (f/k/a 4-Antibody AG) and Incyte Europe Sarl. Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended March 31, 2017 and incorporated herein by reference.

 

 

 

10.18(1)

 

License Agreement dated March 19, 2013, as amended, by and between the University of Virginia Patent Foundation d/b/a University of Virginia Licensing and Ventures Group and Agenus Inc. (as successor by merger to PhosImmune Inc.). Filed as Exhibit 10.24 to our Annual Report on Form 10-K (File No. 0-29089) for the year ended December 31, 2015 and incorporated herein by reference.

 

 

 

10.19(1)

 

License Agreement dated as of January 25, 2016 by and among Agenus Inc., 4-Antibody AG, a limited liability company organized under the laws of Switzerland (and wholly-owned subsidiary of Agenus Inc.), and Ludwig Institute for Cancer Research Ltd. Filed as Exhibit 10.25 to our Annual Report on Form 10-K (File No. 0-29089) for the year ended December 31, 2015 and incorporated herein by reference.

 

 

 

10.20(1)

 

Development and Manufacturing Services Agreement dated April 14, 2017 by and between Agenus Inc. and CMC ICOS Biologics, Inc. Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended June 30, 2017 and incorporated herein by reference.

 

 

 

10.21(1)

 

License Agreement dated December 20, 2018, by and between Agenus Inc. and Gilead Sciences, Inc. Filed as Exhibit 10.25 to our Annual Report on Form 10-K (File No. 0-29089) for the year ended December 31, 2018 and incorporated herein by reference.

122


Exhibit No.

 

Description

 

 

 

 

 

 

10.22(1)

 

Option and License Agreement (AGEN1223) dated December 20, 2018, by and between Agenus Inc. and Gilead Sciences, Inc. Filed as Exhibit 10.26 to our Annual Report on Form 10-K (File No. 0-29089) for the year ended December 31, 2018 and incorporated herein by reference.

 

 

 

10.23(1)

 

Option and License Agreement (AGEN2373) dated December 20, 2018, by and between Agenus Inc. and Gilead Sciences, Inc. Filed as Exhibit 10.27 to our Annual Report on Form 10-K (File No. 0-29089) for the year ended December 31, 2018 and incorporated herein by reference.

 

 

 

10.24(1)

 

License and Collaboration Agreement, dated as of June 20, 2020, by and between Agenus Inc. and Betta Pharmaceuticals Co., Ltd. Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended June 30, 2020 and incorporated herein by reference.

 

 

 

10.25(1)

 

License, Development and Commercialization Agreement, dated May 17, 2021, by and among Agenus Inc. and Bristol Myers Squibb Company. Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended June 30, 2021 and incorporated herein by reference.

 

 

 

 

 

Real Estate Leases

 

 

 

10.26

 

Lease of Premises at 3 Forbes Road, Lexington, Massachusetts dated as of December 6, 2002 from BHX, LLC, as Trustee of 3 Forbes Realty Trust, to Agenus Inc. Filed as Exhibit 10.1 to our Current Report on Form 8-K (File No. 0-29089) filed on January 8, 2003 and incorporated herein by reference.

 

 

 

10.26.1

 

First Amendment of Lease dated as of August 15, 2003 from BHX, LLC, as trustee of 3 Forbes Road Realty, to Agenus Inc. Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended March 31, 2004 and incorporated herein by reference.

 

 

 

10.26.2

 

Second Amendment of Lease dated as of March 7, 2007 from BHX, LLC as trustee of 3 Forbes Road Realty, to Agenus Inc. Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended March 31, 2007 and incorporated herein by reference.

 

 

 

10.26.3

 

Third Amendment to Lease dated April 23, 2008 between TBCI, LLC, as successor to BHX, LLC, as Trustee of 3 Forbes Road Realty Trust, and Agenus Inc. Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended June 30, 2008 and incorporated herein by reference.

 

 

 

10.26.4

 

Fourth Amendment to Lease dated September 30, 2008 between TBCI, LLC, as successor to BHX, LLC, as Trustee of 3 Forbes Road Realty Trust, and Agenus Inc. Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended September 30, 2008 and incorporated herein by reference.

 

 

 

10.26.5

 

Fifth Amendment to Lease dated April 11, 2011 between TBCI, LLC, as successor to BHX, LLC, as Trustee of 3 Forbes Road Realty Trust, and Agenus Inc. Filed as Exhibit 10.3 to our Quarterly Report on Form 10-Q (File No. 0-29089) for the quarter ended March 31, 2011 and incorporated herein by reference.

 

 

 

10.27

 

Office Lease by and between Bay Center Investor LLC and Agenus Inc. dated November 25, 2020. Filed as Exhibit 10.1 to our Current Report on Form 8-K (File No. 0-29089) filed on November 25, 2020 and incorporated herein by reference.

 

 

 

 

 

Sales Agreement

 

 

 

10.28

 

At Market Issuance Sales Agreement dated July 22, 2020 by and between Agenus Inc. and B. Riley FBR, Inc. Filed as Exhibit 1.2 to our Registration Statement on Form S-3ASR (File No. 333-240006) on July 22, 2020 and incorporated herein by reference.

 

 

 

21.1

 

Subsidiaries of Agenus Inc. Filed herewith.

 

 

 

23.1

 

Consent of KPMG LLP, independent registered public accounting firm. Filed herewith.

 

 

 

31.1

 

Certification of Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended. Filed herewith.

 

 

 

31.2

 

Certification of Principal Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended. Filed herewith.

 

 

 

32.1

 

Certification of Chief Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Submitted herewith.

 

 

 

123


Exhibit No.

 

Description

 

 

 

101.INS

 

XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)

 

 

 

101.SCH

 

Inline XBRL Taxonomy Extension Schema Document

 

 

 

101.CAL

 

Inline XBRL Taxonomy Extension Calculation Linkbase Document

 

 

 

101.DEF

 

Inline XBRL Taxonomy Extension Definition Linkbase Document

 

 

 

101.LAB

 

Inline XBRL Taxonomy Extension Label Linkbase Document

 

 

 

101.PRE

 

Inline XBRL Taxonomy Extension Presentation Linkbase Document

 

 

 

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

*

Indicates a management contract or compensatory plan.

(1)

Certain confidential material contained in the document has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act or Rule 24b-2 of the Securities Exchange Act.

 

Item 16.

Form 10-K Summary

 

None.

 

 

 

124


 

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

AGENUS INC.

 

 

 

 

By:

  /s/    GARO H. ARMEN, PH.D.

 

 

Garo H. Armen, Ph.D.

 

 

Chief Executive Officer and

 

 

Chairman of the Board

 

Dated: March 1, 2022

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

Signature

 

Title

 

Date

 

 

 

 

 

/S/    GARO H. ARMEN, PH.D.

 

Chief Executive Officer and Chairman of the

 

March 1, 2022

Garo H. Armen, Ph.D.

 

Board of Directors

 

 

 

 

(Principal Executive Officer)

 

 

 

 

 

 

 

/S/    CHRISTINE M. KLASKIN

 

Vice President Finance

 

March 1, 2022

Christine M. Klaskin

 

(Principal Financial and Accounting Officer)

 

 

 

 

 

 

 

/S/    BRIAN CORVESE

 

Director

 

March 1, 2022

Brian Corvese

 

 

 

 

 

 

 

 

 

/S/    SUSAN HIRSCH

 

Director

 

March 1, 2022

Susan Hirsch

 

 

 

 

 

 

 

 

 

/S/    ALLISON JEYNES-ELLIS

 

Director

 

March 1, 2022

Allison Jeynes-Ellis

 

 

 

 

 

 

 

 

 

/S/    WADIH JORDAN

 

Director

 

March 1, 2022

Wadih Jordan

 

 

 

 

 

 

 

 

 

/S/    ULF WIINBERG

 

Director

 

March 1, 2022

Ulf Wiinberg

 

 

 

 

 

 

 

 

 

/S/    TIMOTHY R. WRIGHT

 

Director

 

March 1, 2022

Timothy R. Wright

 

 

 

 

 

 

125

EX-10.10.2 2 agen-ex10102_194.htm EX-10.10.2 agen-ex10102_194.htm

Exhibit 10.10.2

 

FIRST AMENDMENT TO THE

AGENUS INC.

2019 EQUITY INCENTIVE PLAN

 

This First Amendment (this “Amendment”) to the Agenus Inc. Incentive Award Plan (as amended to date, the “Plan”), dated as of February 2, 2022, is made and adopted by Agenus Inc. (the “Company”), a Delaware corporation.  Defined terms used herein without definition shall have the meanings given to such terms in the Plan.

 

1.Section 6(a)(4) of the Plan is hereby amended to read as follows:

(4)    Vesting, etc. The Administrator shall determine the time or times at which an Award vests or becomes exercisable and the terms on which a Stock Option or SAR remains exercisable. Notwithstanding the foregoing, no Award may be scheduled to vest, in whole or in part, prior to the date that is one year following the date the Award is granted; provided, however, that (i) Awards that result in the issuance (as determined in accordance with the rules set forth in Section 4(a)) of an aggregate of up to five percent of the Share Pool may be granted without regard to such one-year minimum scheduled vesting period, and (ii) this one-year minimum scheduled vesting period shall not apply to any Awards granted to a Participant in lieu of or settlement of fully-vested cash awards or payments otherwise payable to such Participant). Unless the Administrator expressly provides otherwise, the following rules will apply if a Participant’s Employment ceases:

(A)    Except as provided in (B) and (C) below, immediately upon the cessation of the Participant’s Employment each Stock Option and SAR (or portion thereof) that is then held by the Participant or by the Participant’s permitted transferees, if any, will cease to be exercisable and will terminate, and each other Award that is then held by the Participant or by the Participant’s permitted transferees, if any, to the extent not then vested, will be forfeited.

(B)    Subject to (C) and (D) below, each vested and unexercised Stock Option and SAR (or portion thereof) held by the Participant or the Participant’s permitted transferees, if any, immediately prior to the cessation of the Participant’s Employment, to the extent then exercisable, will remain exercisable for the lesser of (i) a period of three months following such cessation of Employment or (ii) the period ending on the latest date on which such Stock Option or SAR could have been exercised without regard to this Section 6(a)(4), and will thereupon immediately terminate.

(C)    Subject to (D) below, each vested and unexercised Stock Option and SAR (or portion thereof) held by a Participant or the Participant’s permitted transferees, if any, immediately prior to the cessation of the Participant’s Employment due to his or her death or Disability, to the extent then exercisable, will remain exercisable for the lesser of (i) the one-year period ending on the first anniversary of such cessation of employment or (ii) the period ending on the latest date on which such Stock Option or SAR could have been exercised without regard to this Section 6(a)(4), and will thereupon immediately terminate.

(D)    All Awards (whether or not vested or exercisable) held by a Participant or the Participant’s permitted transferees, if any, immediately prior to the cessation of the Participant’s Employment will immediately terminate upon such cessation of Employment if the termination is for Cause or occurs in circumstances that in the determination of the Administrator would have constituted grounds for the Participant’s Employment to be terminated for Cause (in each case, without regard to the lapsing of any required notice or cure periods in connection therewith).

 


Exhibit 10.10.2

2.This Amendment shall be and is hereby incorporated in and forms a part of the Plan.  All other terms and provisions of the Plan shall remain unchanged except as specifically modified herein.  The Plan, as amended by this Amendment, is hereby ratified and confirmed.

* * * * * * * *

I hereby certify that the foregoing Amendment was duly adopted by the Compensation Committee of the Board of Directors of the Company on February 2, 2022.

  AGENUS INC.

 

By: /s/ Christine M. Klaskin

Name: Christine Klaskin

Its: Corporate Secretary

 

 

 

EX-10.11.1 3 agen-ex10111_241.htm EX-10.11.1 agen-ex10111_241.htm

Exhibit 10.11.1

AMENDMENT NO. 2 TO

CONSULTING AGREEMENT

This AMENDMENT NO. 1 TO CONSULTING AGREEMENT (this “Amendment 2”) is entered into as of January 1, 2022 (hereinafter the “Amendment 2 Effective Date”), by and between Agenus Inc., a Delaware corporation having an address at 3 Forbes Road, Lexington, MA 02421, USA (the “Company”), and Brian Corvese (the “Consultant”) (each a “Party” and together the “Parties”).  Capitalized terms used in this Amendment 2 and not otherwise defined herein shall have those meanings attributed to them in the Agreement (as defined below).

WHEREAS, the Company and the Consultant are parties to that certain Consulting Agreement effective January 1, 2020, as amended from time to time, pursuant to which the Company engaged Consultant to perform certain services for the Company (the “Agreement”); and

 

WHEREAS, the Parties now wish to amend the Agreement to extend the term of the Agreement as set forth herein.

 

NOW, THEREFORE, the Parties agree as follows:

1.In accordance with Section 3.1 of the Agreement, the Term of the Agreement is hereby extended through December 31, 2022 (“Revised Expiration Date”), unless terminated in accordance with the Agreement or further extended by mutual written agreement of the Parties.

 

2.The Parties acknowledge and agree that compensation for Services performed during the period from the Amendment 2 Effective Date until the Revised Expiration Date shall not exceed $120,000.00 during this period of time without the prior written consent of the Company.

 

3.Except as set forth in this Amendment, the Agreement shall remain unchanged and shall continue, and shall be deemed to have continued, in full force and effect without interruption from the Effective Date.

 

4.This Amendment may be executed in counterparts, which, when taken together, shall constitute one agreement. If any signature is delivered by facsimile transmission or by e-mail delivery of a “.pdf” format data file, such signature shall create a valid and binding obligation of the Party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or “.pdf” signature page were an original thereof.

 

 

 

[SIGNATURE PAGE FOLLOWS]

 


Exhibit 10.11.1

 

IN WITNESS WHEREOF, the Parties hereto have executed this Amendment 2 to Consulting Agreement as of the Amendment 2 Effective Date:

 

 

AGENUS INC.:CONSULTANT:

 

 

/s/ Garo Armen/s/ Brian Corvese

Name: Garo ArmenName: Brian Corvese

Title: Chairman & CEO

 

 

 

 

 

 

EX-10.12 4 agen-ex1012_240.htm EX-10.12 agen-ex1012_240.htm

Exhibit 10.12

CONSULTING AGREEMENT

 

This Consulting Agreement (this Agreement), effective as of April 30, 2021 (the Effective Date), is made by and between Agenus Inc., a Delaware corporation having an address at 3 Forbes Road, Lexington, MA 02421 (Agenus), and Evan D. Kearns, an individual having an address at 71 Emerson Road, Needham, MA 02492 (the Consultant) (each a Partyand collectively the Parties).

 

WHEREAS, Consultant and Agenus are parties to an Employment Agreement originally dated as of November 6, 2020 (the “Employment Agreement”), and Consultant voluntarily ended his employment with Agenus effective as of the Effective Date; and

 

WHEREAS, Agenus desires to retain Consultant’s services following the termination of Consultant’s employment with Agenus, and Consultant desires to perform certain services for Agenus.

 

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Agenus and Consultant hereby agree as follows:

 

1.

Services.

 

1.1 Description of Services. Subject to the terms and conditions of this Agreement, Agenus hereby retains Consultant to provide up to ten (10) hours per month of general advice, counsel, and mentoring to facilitate legal department transition activities as may be requested by AgenusChief Legal Officer (or his designees) from time to time (the Services). Consultant shall perform the Services in compliance with the provisions of this Agreement and all applicable laws, rules and regulations. As used in this Agreement “Affiliate” means any corporation, firm, partnership or other entity, which controls, is controlled by or is under common control with a Party. As used in this Agreement, “control” means direct or indirect ownership of fifty percent (50%) or more of the outstanding stock or other voting rights entitled to elect directors thereof or the ability to otherwise control the management of the corporation, firm, partnership or other entity.

 

1.2 Third Party Obligations. Consultant represents and warrants to Agenus that none of his current obligations conflict with this Agreement or the Services to be provided hereunder. Consultant covenants not to enter into any such conflicting agreement or incur any such conflicting obligation without the prior written consent of Agenus. Consultant further covenants that the performance of the Services will not breach any agreement or obligation with any third party, including without limitation any obligation to refrain from engaging in activities that may compete with such party. For the avoidance of doubt, Consultant shall be entitled to serve on one or more boards of directors of other companies in the same industry as the Company (including without limitation other immuno-oncology companies) without being in violation of this Section 1.3; provided, however, that Consultant shall not share or otherwise use (directly or indirectly) any Confidential Information (as defined below) in any such role. 1.3 No Disparagement. Consultant agrees that during the Term and thereafter, Consultant shall not disparage Agenus or

 


Exhibit 10.12

any of its Affiliates, or their respective directors, officers, employees, consultants, or agents, or otherwise make any statement or take any actions that would be materially harmful to the business, interests or reputation of Agenus or any of its Affiliates, or their respective directors, officers, employees, consultants, or agents.

 

2.

Compensation.

 

2.1 Compensation. In exchange for the timely completion of Services during the Term (as defined below), Consultant shall be entitled to continuation of vesting during the Term with respect to all equity incentive awards held by Consultant. Unless otherwise agreed between the Parties, no other compensation will be paid for the performance of Services by Consultant under this Agreement.

 

2.2 Reimbursement of Expenses. Agenus shall reimburse Consultant for all reasonable travel and other out-of-pocket expenses that are incurred by Consultant in performance of the Services and in accordance with Agenuss reimbursement policies, as they may be amended from time to time by Agenus, provided that Consultant shall have submitted to Agenus written expense statements and other supporting documentation in a form that is reasonably satisfactory to Agenus. Agenus shall provide Consultant with a check for any amounts due under this Section 0 within forty-five (45) days after Agenus receives satisfactory documentation.

 

2.3 Independent Contractor. Consultant is an independent contractor of Agenus and Consultant acknowledges and agrees that Agenus will not provide Consultant with any employment benefits. Consultant is also responsible for the payment and the withholding of any applicable taxes, levies and/or duties applicable to any compensation or reimbursements paid to Consultant hereunder in accordance with all applicable laws, rules and regulations.

 

3.

Term and Termination.

 

3.1 Term. This Agreement shall commence on the Effective Date and shall remain in effect for a period of three (3) months, unless extended by mutual written agreement of the Parties, or earlier terminated in accordance with the provisions of this Article 3. 3.2 Termination for Material Breach. In the event that either Party commits a material breach of its obligations under this Agreement, the other Party may terminate this Agreement upon fifteen (15) days prior written notice, unless the breach is cured within such fifteen (15) day notice period. 3.3 Survival. The following provisions shall survive the expiration or termination of this Agreement: Articles 4, 5 and 6; Sections 1.3, 7.3 through 7.10, and this Section 3.3.

 

4.

Confidential Information.

 

4.1 Definition of Confidential Information. Confidential Information shall mean any technical or business information furnished by or on behalf of Agenus to Consultant in connection with this Agreement or developed by Consultant in the course of performing the Services, regardless of whether such Confidential Information is in oral, electronic or written form. Such Confidential Information may include, without limitation, trade secrets, know-how, inventions, technical data or specifications, testing methods, business or financial information,

 


Exhibit 10.12

research and development activities, product and marketing plans, and customer and supplier information.

 

4.2 Obligations. Consultant shall

 

(a) maintain all Confidential Information in strict confidence; and

 

(b) use all Confidential Information solely for the purpose of providing the Services as requested by Agenus; and

 

(c) reproduce the Confidential Information only to the extent necessary for providing the Services as requested by Agenus, with all such reproductions being considered Confidential Information;

 

(d) disclose the Confidential Information only as expressly permitted in order to perform the Services; and

 

(e) not disclose or publish any Confidential Information to any third party without the express prior written consent of Agenus, in each case in Agenus’s sole discretion.

 

4.3 Exceptions. The obligations of Consultant under Section 4.2 shall not apply to the extent that Consultant can demonstrate that certain information:

 

(a) was in the public domain prior to the time of its disclosure or development under this Agreement;

 

(b) entered the public domain after the time of its disclosure or development under this Agreement other than due to an act or omission by Consultant;

 

(c) was independently developed by Consultant prior to the time of its disclosure or development under this Agreement and without access to Confidential Information; or

 

(d) is or was disclosed to Consultant at any time prior to its disclosure or development under this Agreement, without restriction, by a third party having no fiduciary relationship with Agenus and having no obligation of confidentiality with respect to such Confidential Information.

 

4.4 Required Disclosures. In addition Consultant may disclose Confidential Information to the extent necessary to comply with applicable laws or regulations, or with a court or administrative order, provided that Consultant (i) gives Agenus prompt written notice of such requirement, (ii) takes all reasonable and lawful actions to obtain confidential treatment for such disclosure and, if possible, to minimize the extent of such disclosure, and (iii) discloses only the Confidential Information strictly required to comply with such legal obligation.

 

4.5 Return of Confidential Information; Survival of Obligations. Upon the termination of this Agreement, or earlier at the request of Agenus, Consultant shall return to Agenus all originals,

 


Exhibit 10.12

copies, and summaries of documents, materials, and other tangible manifestations of Confidential Information in the possession or control of Consultant. The obligations set forth in this Article 4 shall remain in effect for a period of five (5) years after termination of this Agreement, except that the obligations of Consultant to return Confidential Information shall survive until fulfilled. Consultant acknowledges and agrees that the Confidential Information is of extreme value to Agenus, and any use or disclosure thereof other than as expressly allowed under this Agreement would cause irreparable harm to Agenus for which Agenus could obtain relief as contemplated in Section 7.9 of this Agreement, and that such unauthorized disclosure may represent Consultant’s violation of U.S. securities laws.

 

5.

Developments; Third Party IP; Avoidance of Claims.

 

5.1 Developments.Developments” shall mean any and all inventions, developments, data, discoveries, improvements, ideas, or concepts, and related documentation, and any other works of invention or authorship (whether or not patentable or copyrightable) which Consultant has conceived, discovered, developed, or reduced to practice or tangible medium in the direct course of providing the Services, or which arise from access to and/or use of Confidential Information, and any and all intellectual property rights in any of the foregoing. Consultant shall promptly disclose to Agenus any and all Developments. Consultant acknowledges and agrees that all Confidential Information and Developments is and shall remain the exclusive property of Agenus or the third party entrusting any Confidential Information to Agenus. Consultant shall and hereby assigns, conveys, and grants to Agenus, all of his right, title, and interest in and to any and all Developments.

 

5.2 Third-Party Intellectual Property. Consultant acknowledges that Agenus does not desire to acquire any trade secrets, know-how, confidential information, or other intellectual property that Consultant may have acquired from or developed for any third party (“Third-Party IP”). Consultant agrees that in the course of providing the Services, Consultant shall not improperly use or disclose any Third-Party IP.

 

5.3 Avoidance of Claims by Third-Parties. Unless covered by an appropriate agreement between any third party and Agenus, Consultant shall not engage in any activities or use any facilities, funds or equipment, in the course of providing Services, which could result in claims of ownership to any Developments by such third party.

 

6.   U.S. Foreign Corrupt Practices Act Compliance. Consultant understands that Agenus is an issuer of securities in the United States and is subject to the provisions of the U. S. Foreign Corrupt Practices Act, 15 U.S.C. §§ 78m, 78dd-1 through 78dd-3 (“FCPA”). This law prohibits making, promising or offering to make corrupt payments to foreign officials, political parties or candidates, or making payments to other persons who will offer or make payments to any of the aforementioned parties in order to obtain business, retain business or gain an improper advantage. Consultant represents and warrants to Agenus that Consultant is familiar with and understands the FCPA, and Consultant further represents and warrants to Agenus that throughout the period in which Consultant provides Services to Agenus, neither Consultant, nor any person performing Services on behalf of Consultant will engage in any activity that could cause a violation of any provision of the FCPA by Agenus.

 


Exhibit 10.12

7.

Miscellaneous.

 

7.1 Counterparts. This Agreement may be executed in counterparts, which, when taken together, shall constitute one agreement. If any signature is delivered by facsimile transmission or by e-mail delivery of a .pdfformat data file, such signature shall create a valid and binding obligation of the Party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or .pdfsignature page were an original thereof.

 

7.2 Assignment. This Agreement may not be assigned by either Party without the prior written consent of the other Party, except that Agenus may assign this Agreement to an affiliate or in connection with the merger, consolidation, or sale of all or substantially all of its business or assets relating to this Agreement. This Agreement shall inure to the benefit of and be binding upon the Parties and their respective lawful successors, assigns, heirs, and personal representatives.

 

7.3 Insider Trading. Consultant acknowledges that Consultant may receive material, non-public information about Agenus and its business in the course of providing the Services, that this information must be maintained in strict confidence, and that the U.S. securities laws restrict trading on the basis of such information or providing such information to third parties who may trade on such information.

 

7.4 Publicity. Consultant consents to use by Agenus of Consultants name and likeness in written materials or oral presentations to current or prospective customers, investors or others, provided that such materials or presentations accurately describe the nature of Consultants relationship with or contribution to Agenus.

 

7.5 Notices. Any notice or other communication required or permitted hereunder shall be in writing and shall be deemed given (a) when delivered personally, (b) upon confirmation of delivery by email if sent during normal business hours, and otherwise on the next business day, (c) on the next business day after timely delivery to an overnight courier (postage prepaid), or (d) on the third business day after deposit in the United States mail (certified or registered mail return receipt requested, postage prepaid), to the addresses of the Parties set forth in the first paragraph of this Agreement, and in the case of correspondence to Agenus, with a copy to “Legal Department” at the same address. Either Party may change its designated address by notice to the other Party in the manner provided in this Section 7.5.

 

7.6 Entire Agreement; Amendment. This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes any and all prior or contemporaneous oral and prior written agreements and understandings, with the exception of Employment Agreement (to the extent the provisions thereof survive its termination). In the event of a discrepancy between this Agreement and the surviving provisions of the Employment Agreement, the Employment Agreement shall govern. This Agreement may be modified, amended, or supplemented only by means of a written instrument signed by both Parties. Any waiver of any rights or failure to act in a specific instance shall relate only to such instance and shall not be construed as an agreement to waive any rights or fail to act in any other instance, whether or not similar.

 


Exhibit 10.12

7.7 Governing Law. This Agreement has been drafted in the English Language and the English language shall govern its interpretation. This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts irrespective of any conflict of laws principles.

 

7.8 Severability. In the event that any provision of this Agreement shall, for any reason, be held to be invalid or unenforceable in any respect, such invalidity or unenforceability shall not affect any other provision hereof, and this Agreement shall be construed as if such invalid or unenforceable provision had not been included herein. If any provision hereof shall, for any reason, be held by a court to be excessively broad as to duration, geographical scope, activity, or subject matter, it shall be construed by limiting and reducing it to make it enforceable to the extent compatible with applicable law as then in effect. To the extent this Agreement may be construed in accordance with the laws of any state that limits the assignability to Agenus of certain Developments, the provisions of this Agreement shall be modified to conform to such state limitation while most closely effectuating the original intention of the Parties (e.g., by providing for fully paid up license rights, or the like).

 

7.9 Equitable Relief. Consultant acknowledges that the restrictions contained in this Agreement are necessary for the protection of the business and goodwill of Agenus and are reasonable for such purpose. Consultant agrees that any breach or threatened breach of his obligations under this Agreement will cause irreparable harm to Agenus. Therefore, in addition to any other remedies that may be available to Agenus, Agenus may apply for and obtain immediate injunctive relief in any court of competent jurisdiction to restrain the breach or threatened breach of, or otherwise to specifically enforce, any obligations of Consultant under this Agreement.

 

7.10 Massachusetts Information Security Regulations Compliance. Massachusetts Information Security Regulations, 201 Code of Mass. Regs. 17.00 et seq. (the IS Regulations) mandate procedures to safeguard the Personal Information,as defined in the IS Regulations, of Massachusetts residents. Because Consultant may have access to the Personal Information of Agenuss employees, contractors, business associates, or customers who are Massachusetts residents (Protected Information), the IS Regulations require Consultant to certify compliance with the IS Regulations. Accordingly, Consultant agrees that, as long as Consultant has access to or maintains copies of Protected Information Consultant will: (a) comply with the IS Regulations with respect to the Protected Information, (b) promptly notify Agenus of any suspected or actual data breach involving Protected Information, and (c) cooperate with Agenus to investigate and remediate any suspected or actual data breach involving Protected Information.

 

7.11 Whistleblower Notice. Pursuant to 18 USC § 1833(b), an individual may not be held criminally or civilly liable under any federal or state trade secret law for disclosure of any trade secret: (i) made in confidence to a government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law; and/or (ii) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Accordingly, the Parties to this Agreement have the right to disclose in confidence trade secrets to Federal, State, and local government officials, or to an attorney, for the sole purpose of reporting or investigating a suspected violation of law. The Parties also have the right

 


Exhibit 10.12

to disclose trade secrets in a document filed in a lawsuit or other proceeding, but only if the filing is made under seal and protected from public disclosure.

 

IN WITNESS WHEREOF, the Parties each have caused this Agreement to be executed by their duly respective authorized representative as of the Effective Date.

 

 

AGENUS INC.

 

/s/ Garo H. Armen

 

Name: Garo H. Armen

Title: Chairman and CEO    

 

 

CONSULTANT

 

/s/ Evan D. Kearns

 

Evan D. Kearns

 

 

EX-10.12.1 5 agen-ex10121_239.htm EX-10.12.1 agen-ex10121_239.htm

Exhibit 10.12.1Ex

AMENDMENT NO. 3 TO

CONSULTING AGREEMENT

This AMENDMENT NO. 3 TO CONSULTING AGREEMENT (this “Amendment”) is entered into as of January 31, 2022 (the “Amendment Effective Date”), by and between Agenus Inc., a Delaware corporation having an address at 3 Forbes Road, Lexington, MA 02421 (“Agenus”), and Evan D. Kearns, an individual with an address at 40 Edgewater Lane, Needham, MA 02492 (“Consultant”) (each a “Party” and together the “Parties”).  Capitalized terms used in this Amendment and not otherwise defined herein shall have those meanings attributed to them in the Agreement (as defined below).

WITNESSETH

 

WHEREAS, Agenus and Consultant are parties to that certain Consulting Agreement effective as of April 30, 2021 (the “Agreement”); and

 

WHEREAS, the Parties now wish to amend the Agreement to extend the term thereof.

 

NOW, THEREFORE, the Parties agree as follows:

1.In accordance with Sections 3.1 and 7.6 of the Agreement, the term of the Agreement is hereby extended through April 30, 2022, unless further extended or earlier terminated pursuant to the terms of the Agreement.

 

2.Except as set forth in this Amendment, the Agreement shall remain in full force and effect.

 

3.This Amendment may be executed in counterparts, which, when taken together, shall constitute one agreement. If any signature is delivered by facsimile transmission or by e-mail delivery of a “.pdf” format data file, such signature shall create a valid and binding obligation of the Party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or “.pdf” signature page were an original thereof.

 

4.This Amendment shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, without giving effect to the conflict of laws principles of such Commonwealth.

 

[SIGNATURE PAGE FOLLOWS]

 


Exhibit 10.12.1Ex

 

IN WITNESS WHEREOF, the Parties hereto have executed this Amendment as of the Amendment Effective Date.

 

 

AGENUS INC.

 

By: /s/ Garo Armen

Name:  Garo Armen

Title:    Chairman & CEO

 

 

CONSULTANT

 

/s/ Evan D. Kearns

Evan D. Kearns

 

 

 

 

EX-21.1 6 agen-ex211_8.htm EX-21.1 agen-ex211_8.htm

 

EXHIBIT 21.1

SUBSIDIARIES OF AGENUS INC.

Antigenics LLC., a Delaware limited liability company and a wholly-owned subsidiary of Agenus Inc.

Agenus Royalty Fund, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Agenus Inc.

Agenus Switzerland Inc., a joint stock company organized under the laws of Switzerland formerly known as 4-Antibody AG, and a wholly-owned subsidiary of Agenus Inc.

Agenus West, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Agenus Inc.

Agenus UK Limited, a private limited company organized under the laws of England and Wales and a wholly-owned subsidiary of Agenus Inc.

SaponiQx, Inc., a Delaware corporation and a majority-owned subsidiary of Agenus Inc.

MiNK Therapeutics, Inc., a Delaware corporation and a majority-owned subsidiary of Agenus Inc.

AgenTus Therapeutics Limited, a private limited company organized under the laws of England and Wales and a wholly-owned subsidiary of MiNK Therapeutics, Inc.

AgenTus Therapeutics SA, a company organized under the laws of Belgium and a wholly-owned subsidiary of AgenTus Therapeutics, Inc.

 

EX-23.1 7 agen-ex231_10.htm EX-23.1 agen-ex231_10.htm

 

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

The Board of Directors

Agenus Inc.:

We consent to the incorporation by reference in the registration statements (Nos. 333 40440, 333-40442, 333-50434, 333-69580, 333-106072, 333-115984, 333-143807, 333-143808, 333-151745, 333-160084, 333-160087, 333-160088, 333-176609, 333-183066, 333-183067, 333-189926, 333-195851, 333-209074, 333-212889, 333-228271, 333-233097, and 333-233100) on Form S-8 and (Nos. 333-163221, 333-189534, 333-195852, 333-203807, 333-206513, 333-208135, 333-208890, 333-209749, 333-209941, 333-215640, 333-221465, 333-222670, 333-228273, 333-234333,333-240006 and 333-261032) on Form S-3 of Agenus Inc. of our reports dated March 1, 2022, with respect to the consolidated balance sheets of Agenus Inc. and subsidiaries (the Company) as of December 31, 2021 and 2020, the related consolidated statements of operations and comprehensive loss, convertible preferred stock and stockholders’ deficit, and cash flows for each of the years in the three-year period ended December 31, 2021, and the related notes and the effectiveness of internal control over financial reporting as of December 31, 2021, which reports appear in the December 31, 2021 annual report on Form 10-K of the Company.

/s/ KPMG LLP

Boston, Massachusetts

March 1, 2022

 

EX-31.1 8 agen-ex311_7.htm EX-31.1 agen-ex311_7.htm

 

Exhibit 31.1

Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended

I, Garo H. Armen, certify that:

 

1.

I have reviewed this Annual Report on Form 10-K of Agenus Inc.;

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

 

4.

The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

 

a.

designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

b.

designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles;

 

c.

evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

d.

disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

 

5.

The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent function):

 

a.

all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

 

b.

any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

 

Date:

March 1, 2022

 

/s/ GARO H. ARMEN, PH.D.

 

 

 

Garo H. Armen, Ph.D.

 

 

 

Chief Executive Officer and Principal Executive Officer

 

 

EX-31.2 9 agen-ex312_9.htm EX-31.2 agen-ex312_9.htm

 

Exhibit 31.2

Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended

I, Christine M. Klaskin, certify that:

 

1.

I have reviewed this Annual Report on Form 10-K of Agenus Inc.;

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

 

4.

The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

 

a.

designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

b.

designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles;

 

c.

evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

d.

disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

 

5.

The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent function):

 

a.

all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

 

b.

any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

 

Date:

March 1, 2022

 

/s/ CHRISTINE M. KLASKIN

 

 

 

Christine M. Klaskin

 

 

 

VP, Finance and Principal Financial Officer

 

 

 

EX-32.1 10 agen-ex321_6.htm EX-32.1 agen-ex321_6.htm

 

Exhibit 32.1

Certification

Pursuant to 18 U.S.C. Section 1350,

As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Annual Report on Form 10-K of Agenus Inc. (the “Company”) for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned to his/her knowledge hereby certifies, pursuant to 18 U.S.C. Section 1350, that:

 

(i)

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

 

(ii)

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

/s/ GARO H. ARMEN, PH.D.

 

Garo H. Armen, Ph.D.

 

Chief Executive Officer and Principal Executive Officer

 

 

 

/s/ CHRISTINE M. KLASKIN

 

Christine M. Klaskin

 

VP, Finance and Principal Financial Officer

 

Date: March 1, 2022

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

The foregoing certification is being furnished to the Securities and Exchange Commission as an exhibit to the Annual Report on Form 10-K for the year ended December 31, 2021 and should not be considered filed as part of the Annual Report on Form 10-K.

 

GRAPHIC 11 gdt0xxrtlhex000001.jpg GRAPHIC begin 644 gdt0xxrtlhex000001.jpg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end EX-101.SCH 12 agen-20211231.xsd XBRL TAXONOMY EXTENSION SCHEMA 00000 - Document - Template Link link:presentationLink link:calculationLink link:definitionLink 100000 - Document - Document and Entity Information link:calculationLink link:presentationLink link:definitionLink 100010 - Statement - Consolidated Balance Sheets link:calculationLink link:presentationLink link:definitionLink 100020 - Statement - Consolidated Balance Sheets (Parenthetical) link:calculationLink link:presentationLink link:definitionLink 100030 - Statement - Consolidated Statements of Operations and Comprehensive Loss link:calculationLink link:presentationLink link:definitionLink 100040 - Statement - Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) link:calculationLink link:presentationLink link:definitionLink 100050 - Statement - Consolidated Statements of Cash Flows (Parenthetical) link:calculationLink link:presentationLink link:definitionLink 100060 - Statement - Consolidated Statements of Cash Flows link:calculationLink link:presentationLink link:definitionLink 100070 - Disclosure - Description of Business link:calculationLink link:presentationLink link:definitionLink 100080 - Disclosure - Summary of Significant Accounting Policies link:calculationLink link:presentationLink link:definitionLink 100090 - Disclosure - Business Acquisitions link:calculationLink link:presentationLink link:definitionLink 100100 - Disclosure - Goodwill and Acquired Intangible Assets link:calculationLink link:presentationLink link:definitionLink 100110 - Disclosure - Investments link:calculationLink link:presentationLink link:definitionLink 100120 - Disclosure - Restricted Cash link:calculationLink link:presentationLink link:definitionLink 100130 - Disclosure - Property, Plant and Equipment link:calculationLink link:presentationLink link:definitionLink 100140 - Disclosure - Income Taxes link:calculationLink link:presentationLink link:definitionLink 100150 - Disclosure - Accrued Liabilities link:calculationLink link:presentationLink link:definitionLink 100160 - Disclosure - Equity link:calculationLink link:presentationLink link:definitionLink 100170 - Disclosure - Series C-1 Convertible Preferred Stock link:calculationLink link:presentationLink link:definitionLink 100180 - Disclosure - Non-controlling Interest link:calculationLink link:presentationLink link:definitionLink 100190 - Disclosure - Share-Based Compensation Plans link:calculationLink link:presentationLink link:definitionLink 100200 - Disclosure - License, Research and Other Agreements link:calculationLink link:presentationLink link:definitionLink 100210 - Disclosure - Revenue from Contracts with Customers link:calculationLink link:presentationLink link:definitionLink 100220 - Disclosure - Related Party Transactions link:calculationLink link:presentationLink link:definitionLink 100230 - Disclosure - Leases link:calculationLink link:presentationLink link:definitionLink 100240 - Disclosure - Debt link:calculationLink link:presentationLink link:definitionLink 100250 - Disclosure - Liability Related to the Sale of Future Royalties and Milestones link:calculationLink link:presentationLink link:definitionLink 100260 - Disclosure - Fair Value Measurements link:calculationLink link:presentationLink link:definitionLink 100270 - Disclosure - Contingencies link:calculationLink link:presentationLink link:definitionLink 100280 - Disclosure - Benefit Plans link:calculationLink link:presentationLink link:definitionLink 100290 - Disclosure - Geographical Information link:calculationLink link:presentationLink link:definitionLink 100300 - Disclosure - Summary of Significant Accounting Policies (Policies) link:calculationLink link:presentationLink link:definitionLink 100310 - Disclosure - Summary of Significant Accounting Policies (Tables) link:calculationLink link:presentationLink link:definitionLink 100320 - Disclosure - Goodwill and Acquired Intangible Assets (Tables) link:calculationLink link:presentationLink link:definitionLink 100330 - Disclosure - Investments (Tables) link:calculationLink link:presentationLink link:definitionLink 100340 - Disclosure - Restricted Cash (Tables) link:calculationLink link:presentationLink link:definitionLink 100350 - Disclosure - Property, Plant and Equipment (Tables) link:calculationLink link:presentationLink link:definitionLink 100360 - Disclosure - Income Taxes (Tables) link:calculationLink link:presentationLink link:definitionLink 100370 - Disclosure - Accrued Liabilities (Tables) link:calculationLink link:presentationLink link:definitionLink 100380 - Disclosure - Non-controlling Interest (Tables) link:calculationLink link:presentationLink link:definitionLink 100390 - Disclosure - Share-Based Compensation Plans (Tables) link:calculationLink link:presentationLink link:definitionLink 100400 - Disclosure - Revenue from Contracts with Customers (Tables) link:calculationLink link:presentationLink link:definitionLink 100410 - Disclosure - Leases (Tables) link:calculationLink link:presentationLink link:definitionLink 100420 - Disclosure - Debt (Tables) link:calculationLink link:presentationLink link:definitionLink 100430 - Disclosure - Liability Related to the Sale of Future Royalties and Milestones (Tables) link:calculationLink link:presentationLink link:definitionLink 100440 - Disclosure - Fair Value Measurements (Tables) link:calculationLink link:presentationLink link:definitionLink 100450 - Disclosure - Geographical Information (Tables) link:calculationLink link:presentationLink link:definitionLink 100460 - Disclosure - Description of Business (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100470 - Disclosure - Summary of Significant Accounting Policies (Basis of Presentation and Principles of Consolidation) (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100480 - Disclosure - Summary of Significant Accounting Policies (Segment Information) (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100490 - Disclosure - Summary of Significant Accounting Policies (Accounts Receivable) (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100500 - Disclosure - Summary of Significant Accounting Policies (Property, Plant and Equipment) (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100510 - Disclosure - Summary of Significant Accounting Policies (Fair Value of Financial Instruments) (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100520 - Disclosure - Summary of Significant Accounting Policies (Revenue Recognition) (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100530 - Disclosure - Summary of Significant Accounting Policies (Foreign Currency Transactions) (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100540 - Disclosure - Summary of Significant Accounting Policies (Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding) (Details) link:calculationLink link:presentationLink link:definitionLink 100550 - Disclosure - Summary of Significant Accounting Policies (Goodwill) (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100560 - Disclosure - Summary of Significant Accounting Policies (Recent Accounting Pronouncements) (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100570 - Disclosure - Business Acquisitions (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100580 - Disclosure - Goodwill and Acquired Intangible Assets (Schedule of Changes in Goodwill) (Details) link:calculationLink link:presentationLink link:definitionLink 100590 - Disclosure - Goodwill and Acquired Intangible Assets (Acquired Intangible Assets) (Details) link:calculationLink link:presentationLink link:definitionLink 100600 - Disclosure - Goodwill and Acquired Intangible Assets (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100610 - Disclosure - Investments (Schedule of Cash Equivalents and Short Term Investments) (Details) link:calculationLink link:presentationLink link:definitionLink 100620 - Disclosure - Investments Additional Informations (Details) link:calculationLink link:presentationLink link:definitionLink 100630 - Disclosure - Restricted Cash (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100640 - Disclosure - Restricted Cash (Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash) (Details) link:calculationLink link:presentationLink link:definitionLink 100650 - Disclosure - Property, Plant and Equipment (Schedule of Property, Plant and Equipment, net) (Details) link:calculationLink link:presentationLink link:definitionLink 100660 - Disclosure - Income Taxes (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100670 - Disclosure - Income Taxes Deferred tax assets and deferred tax liabilities (Details) link:calculationLink link:presentationLink link:definitionLink 100680 - Disclosure - Income Taxes Tax rate reconciliation (Details) link:calculationLink link:presentationLink link:definitionLink 100690 - Disclosure - Income Taxes Unrecognized tax benefits (Details) link:calculationLink link:presentationLink link:definitionLink 100700 - Disclosure - Accrued Liabilities (Schedule of Accrued Liabilities) (Details) link:calculationLink link:presentationLink link:definitionLink 100710 - Disclosure - Equity (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100720 - Disclosure - Series C-1 Preferred Stock (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100730 - Disclosure - Non-controlling Interest - Schedule Of Approximate Interests In Certain Consolidated Subsidiaries (Details) link:calculationLink link:presentationLink link:definitionLink 100740 - Disclosure - Non-controlling Interest - Schedule Of Changes In Non-controlling Interest (Details) link:calculationLink link:presentationLink link:definitionLink 100750 - Disclosure - Non-controlling Interest - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100760 - Disclosure - Share-Based Compensation Plans (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100770 - Disclosure - Share-Based Compensation Plans (Schedule of Fair Value of Option Granted Estimated on Date of Grant Using Weighted Average Assumptions) (Details) link:calculationLink link:presentationLink link:definitionLink 100780 - Disclosure - Share-Based Compensation Plans (Schedule Of Stock Option Activity) (Details) link:calculationLink link:presentationLink link:definitionLink 100790 - Disclosure - Share-Based Compensation Plans (Summary Of Non-vested Stock Activity) (Details) link:calculationLink link:presentationLink link:definitionLink 100800 - Disclosure - Share-Based Compensation Plans (Schedule Of Share-Based Compensation Expense) (Details) link:calculationLink link:presentationLink link:definitionLink 100810 - Disclosure - License, Research and Other Agreements (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100820 - Disclosure - Revenue from Contracts with Customers (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100830 - Disclosure - Revenue from Contracts with Customers (Narrative) (Details 1) link:calculationLink link:presentationLink link:definitionLink 100830 - Disclosure - Revenue from Contracts with Customers (Narrative) (Details 1) link:calculationLink link:presentationLink link:definitionLink 100840 - Disclosure - Revenue from Contracts with Customers (Summary of Disaggregation of Revenue) (Details) link:calculationLink link:presentationLink link:definitionLink 100850 - Disclosure - Revenue from Contracts with Customers (Schedule of Information about Contract Assets and Contract Liabilities from Contracts with Customers) (Details) link:calculationLink link:presentationLink link:definitionLink 100860 - Disclosure - Related Party Transactions (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100870 - Disclosure - Leases (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100880 - Disclosure - Leases (Schedule of Components of Lease Cost Recorded in Condensed Consolidated Statement of Operations) (Details) link:calculationLink link:presentationLink link:definitionLink 100890 - Disclosure - Leases (Schedule of Supplemental Balance Sheet Information Related to Lease) (Details) link:calculationLink link:presentationLink link:definitionLink 100900 - Disclosure - Leases (Schedule of Maturities of Operating Lease Liabilities in Accordance With ASC 842) (Details) link:calculationLink link:presentationLink link:definitionLink 100910 - Disclosure - Leases (Schedule of Maturities of Operating Lease Liabilities in Accordance With ASC 842) (Details)2 link:calculationLink link:presentationLink link:definitionLink 100920 - Disclosure - Leases (Schedule of Weighted-Average Remaining Lease Terms and Discount Rates Related to Leases) (Details) link:calculationLink link:presentationLink link:definitionLink 100930 - Disclosure - Debt - Schedule of Debt Obligations (Details) link:calculationLink link:presentationLink link:definitionLink 100940 - Disclosure - Debt (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100950 - Disclosure - Liability Related to the Sale of Future Royalties and Milestones (Schedule of Liability Account) (Details) link:calculationLink link:presentationLink link:definitionLink 100960 - Disclosure - Liability Related to the Sale of Future Royalties and Milestones (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100970 - Disclosure - Fair Value Measurements (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 100980 - Disclosure - Fair Value Measurements (Schedule of Weighted Average Values of Contingent Purchase Milestones and Credit Spread) (Details) link:calculationLink link:presentationLink link:definitionLink 100990 - Disclosure - Fair Value Measurements (Schedule of Liabilities Measured at Fair Value) (Details) link:calculationLink link:presentationLink link:definitionLink 101000 - Disclosure - Fair Value Measurements (Schedule of Liabilities Measured at Fair Value Using Significant Unobservable Inputs) (Details) link:calculationLink link:presentationLink link:definitionLink 101010 - Disclosure - Benefit Plans (Narrative) (Details) link:calculationLink link:presentationLink link:definitionLink 101020 - Disclosure - Geographical Information (Details) link:calculationLink link:presentationLink link:definitionLink EX-101.CAL 13 agen-20211231_cal.xml XBRL TAXONOMY EXTENSION CALCULATION LINKBASE EX-101.DEF 14 agen-20211231_def.xml XBRL TAXONOMY EXTENSION DEFINITION LINKBASE EX-101.LAB 15 agen-20211231_lab.xml XBRL TAXONOMY EXTENSION LABEL LINKBASE Entity Central Index Key Contingent consideration liability fair value disclosure. Cover [Abstract] Document Type Document Type Amendment Flag Amendment Flag Document Period End Date Document Period End Date Document Fiscal Period Focus Document Fiscal Period Focus Document Fiscal Year Focus Document Fiscal Year Focus Entity Registrant Name Entity Registrant Name Entity Central Index Key Trading Symbol Trading Symbol Current Fiscal Year End Date Current Fiscal Year End Date Entity Filer Category Entity Filer Category Entity Small Business Entity Small Business Entity Emerging Growth Company Entity Emerging Growth Company Entity Shell Company Entity Shell Company Entity Current Reporting Status Entity Current Reporting Status Entity Well-known Seasoned Issuer Entity Well Known Seasoned Issuer Entity Common Stock, Shares Outstanding Entity Common Stock Shares Outstanding Entity Public Float Entity Public Float Entity Voluntary Filers Entity Voluntary Filers Entity Interactive Data Current Entity Interactive Data Current Title of 12(b) Security Security12b Title Security Exchange Name Security Exchange Name Entity File Number Entity File Number Entity Incorporation, State or Country Code Entity Incorporation State Country Code Entity Tax Identification Number Entity Tax Identification Number Entity Address, Address Line One Entity Address Address Line1 Entity Address, City or Town Entity Address City Or Town Entity Address, State or Province Entity Address State Or Province Entity Address, Postal Zip Code Entity Address Postal Zip Code City Area Code City Area Code Local Phone Number Local Phone Number Document Annual Report Document Annual Report Document Transition Report Document Transition Report Documents Incorporated by Reference [Text Block] Documents Incorporated By Reference [Text Block] ICFR Auditor Attestation Flag Icfr Auditor Attestation Flag Auditor Name Auditor Name Auditor Location Auditor Location Auditor Firm ID Auditor Firm Id Liability related to sale of future royalties and milestones payment current. Liability related to sale of future royalties and milestones payment noncurrent. Statement Of Financial Position [Abstract] Statement [Table] Statement [Table] Class of Stock Statement Class Of Stock [Axis] Class of Stock Class Of Stock [Domain] Series C-1 convertible preferred stock. Series C-1 Convertible Preferred Stock [Member] Series C1 Convertible Preferred Stock [Member] Series A-1 convertible preferred stock. Series A-1 convertible preferred stock [Member] Series A1 Convertible Preferred Stock [Member] Statement [Line Items] Statement [Line Items] ASSETS Assets [Abstract] Cash and cash equivalents Cash And Cash Equivalents At Carrying Value Short-term investments Short Term Investments Accounts Receivable Accounts Receivable Net Current Prepaid expenses Prepaid Expense Current Other current assets Other Assets Current Total current assets Assets Current Property, plant and equipment, net of accumulated amortization and depreciation of $50,539 and $47,201 at December 31, 2021 and 2020, respectively Property Plant And Equipment Net Operating lease right-of-use assets Operating Lease Right Of Use Asset Goodwill Goodwill Acquired intangible assets, net of accumulated amortization of $13,955 and $11,841 at December 31, 2021 and 2020, respectively Intangible Assets Net Excluding Goodwill Other long-term assets Other Assets Noncurrent Total assets Assets LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT) Liabilities And Stockholders Equity [Abstract] Current portion, long-term debt Long Term Debt Current Current portion, liability related to sale of future royalties and milestones Liability Related To Sale Of Future Royalties And Milestones Payment Current Current portion, deferred revenue Contract With Customer Liability Current Current portion, operating lease liabilities Operating Lease Liability Current Accounts payable Accounts Payable Current Accrued liabilities Accrued Liabilities Current Other current liabilities Other Liabilities Current Total current liabilities Liabilities Current Long-term debt, net of current portion Long Term Debt Noncurrent Liability related to sale of future royalties and milestones, net of current portion Liability Related To Sale Of Future Royalties And Milestones Payment Non Current Deferred revenue, net of current portion Contract With Customer Liability Noncurrent Operating lease liabilities, net of current portion Operating Lease Liability Noncurrent Contingent purchase price consideration Business Combination Contingent Consideration Liability Noncurrent Other long-term liabilities Other Liabilities Noncurrent Commitments and contingencies (Note 21) Commitments And Contingencies CONVERTIBLE PREFERRED STOCK Temporary Equity [Abstract] Series C-1 convertible preferred stock; no and 12,459 shares designated, issued, and outstanding at December 31, 2021 and 2020, respectively Temporary Equity Carrying Amount Including Portion Attributable To Noncontrolling Interests STOCKHOLDERS’ EQUITY (DEFICIT) Stockholders Equity [Abstract] Series A-1 convertible preferred stock; 31,620 shares designated, issued, and outstanding at December 31, 2021 and 2020; liquidation value of $33,460 and $33,250 at December 31, 2021, and 2020, respectively Preferred Stock Value Common stock, par value $0.01 per share; 400,000,000 shares authorized; 256,897,910 shares and 196,090,980 shares issued at December 31, 2021 and 2020, respectively Common Stock Value Additional paid-in capital Additional Paid In Capital Accumulated other comprehensive income Accumulated Other Comprehensive Income Loss Net Of Tax Accumulated deficit Retained Earnings Accumulated Deficit Total stockholders’ equity (deficit) attributable to Agenus Inc. Stockholders Equity Non-controlling interest Minority Interest Total stockholders’ equity (deficit) Stockholders Equity Including Portion Attributable To Noncontrolling Interest Total liabilities, convertible preferred stock and stockholders’ equity (deficit) Liabilities And Stockholders Equity Temporary equity shares designated. Convertible preferred stock shares designated. Property plant and equipment, accumulated amortization and depreciation Accumulated Depreciation Depletion And Amortization Property Plant And Equipment Acquired intangible assets, accumulated amortization Finite Lived Intangible Assets Accumulated Amortization Series C-1 convertible preferred stock, shares designated Temporary Equity Shares Designated Series C-1 convertible preferred stock, shares issued Temporary Equity Shares Issued Series C-1 convertible preferred stock, shares outstanding Temporary Equity Shares Outstanding Preferred stock, par value Preferred Stock Par Or Stated Value Per Share Preferred stock, shares authorized Preferred Stock Shares Authorized Series A-1 convertible preferred stock, shares designated Convertible Preferred Stock Shares Designated Series A-1 convertible preferred stock, shares issued Preferred Stock Shares Issued Series A-1 convertible preferred stock, shares outstanding Preferred Stock Shares Outstanding Series A-1 convertible preferred stock, liquidation value Auction Market Preferred Securities Stock Series Liquidation Value Common stock, par value Common Stock Par Or Stated Value Per Share Common stock, shares authorized Common Stock Shares Authorized Common stock, shares issued Common Stock Shares Issued Loss on modification of debt Comprehensive income loss available to common stockholders basic. Statement Of Income And Comprehensive Income [Abstract] Product and Service Product Or Service [Axis] Product and Service Products And Services [Domain] Revenue member. Service revenue [Member] Revenue [Member] Royalty sales milestone. Royalty sales milestone [Member] Royalty Sales Milestone [Member] Other Revenues [Member] Product And Service Other [Member] Research and development revenue. Research and Development [Member] Research And Development Revenue [Member] Non cash royalty revenue related to the sale of future royalties and milestone. Non Cash Royalty Revenue Related To The Sale Of Future Royalties And Milestone [Member] Non Cash Royalty Revenue Related To The Sale Of Future Royalties And Milestone [Member] Revenue: Revenues [Abstract] Total revenues Revenue From Contract With Customer Excluding Assessed Tax Operating expenses: Operating Expenses [Abstract] Cost of service revenue Cost Of Revenue Research and development Research And Development Expense General and administrative General And Administrative Expense Contingent purchase price consideration fair value adjustment Fair Value Measurement With Unobservable Inputs Reconciliation Recurring Basis Liability Gain Loss Included In Earnings Operating income (loss) Operating Income Loss Other income (expense): Nonoperating Income Expense [Abstract] Gain on extinguishment of debt Gains Losses On Extinguishment Of Debt Loss on modification of debt Loss On Modification Of Debt Non-operating income (expense) Nonoperating Income Expense Interest expense, net Interest Income Expense Nonoperating Net Net loss Profit Loss Dividends on Series A-1 convertible preferred stock Preferred Stock Dividends Income Statement Impact Less: net loss attributable to non-controlling interest Net Income Loss Attributable To Noncontrolling Interest Net loss attributable to Agenus Inc. common stockholders Net Income Loss Available To Common Stockholders Basic Per common share data: Earnings Per Share Basic And Diluted [Abstract] Basic and diluted net loss attributable to Agenus Inc. common stockholders Earnings Per Share Basic And Diluted Weighted average number of Agenus Inc. common shares outstanding: Earnings Per Share Basic And Diluted Other Disclosures [Abstract] Basic and diluted Weighted Average Number Of Share Outstanding Basic And Diluted Other comprehensive income (loss): Other Comprehensive Income Loss Net Of Tax Period Increase Decrease [Abstract] Foreign currency translation gain (loss) Other Comprehensive Income Foreign Currency Transaction And Translation Gain Loss Arising During Period Net Of Tax Other comprehensive income (loss) Other Comprehensive Income Loss Net Of Tax Comprehensive loss Comprehensive Income Loss Available To Common Stockholders Basic Vesting of nonvested shares, value Vesting of nonvested shares, shares Stock issued under stock purchase agreement, value Stock issued under stock purchase agreement, shares Stock issued during period value stock options exercised and employee stock purchase plan. Stock issued during period shares stock options exercised and employee stock purchase plan. Issuance of shares value for business acquisition. Sale of subsidiary shares in an initial public offering. Payment of CEO payroll in shares value. Statement Of Stockholders Equity [Abstract] Equity Components Statement Equity Components [Axis] Equity Component Equity Component [Domain] Preferred Stock [Member] Preferred Stock [Member] Common Stock [Member] Common Stock [Member] Additional Paid-in Capital [Member] Additional Paid In Capital [Member] Treasury Stock [Member] Treasury Stock [Member] Accumulated Other Comprehensive Income (Loss) [Member] Accumulated Other Comprehensive Income [Member] Non-controlling Interest [Member] Noncontrolling Interest [Member] Accumulated Deficit [Member] Retained Earnings [Member] Revision of Prior Period Restatement [Axis] Revision of Prior Period Restatement [Domain] Revision Of Prior Period Accounting Standards Update Adjustment [Member] Revision Of Prior Period Accounting Standards Update Adjustment [Member] Accounting Standards Update Adjustments For New Accounting Pronouncements [Axis] Accounting Standards Update Type Of Adoption [Member] ASC 842 [Member] Accounting Standards Update201602 [Member] Shareholders equity class1. Shareholders Equity Class1 Shareholders Equity Class1 [Axis] Shareholders equity class1. Shareholders Equity Class1 Shareholders Equity Class1 [Domain] Amendment to two thousand and fifteen warrants member. Amendment to 2015 Warrants [Member] Amendment To Two Thousand And Fifteen Warrants [Member] Stockholders' Equity, Beginning Balance Temporary Equity, shares Temporary Equity, Beginning Balance Temporary Equity Carrying Amount Attributable To Parent Balance, shares Shares Outstanding Net loss Other comprehensive income (loss) Share-based compensation Adjustments To Additional Paid In Capital Sharebased Compensation Requisite Service Period Recognition Value Vesting of nonvested shares, value Vesting Of Nonvested Shares Value Vesting of nonvested shares, shares Vesting Of Nonvested Shares Shares Shares sold at the market, value Stock Issued During Period Value New Issues Shares sold at the market, shares Stock Issued During Period Shares New Issues Shares sold under Stock Purchase Agreement, values Stock Issued Under Stock Purchase Agreement Value Shares sold under Stock Purchase Agreement, shares Stock Issued Under Stock Purchase Agreement Shares Conversion of Series C-1 convertible preferred stock Stock Issued During Period Value Conversion Of Convertible Securities Conversion of Series C-1 convertible preferred stock, shares Stock Issued During Period Shares Conversion Of Convertible Securities Issuance of shares for services Stock Issued During Period Value Issued For Services Issuance of shares for services, shares Stock Issued During Period Shares Issued For Services Issuance of subsidiary shares to noncontrolling interest Noncontrolling Interest Increase From Subsidiary Equity Issuance Issuance of shares for business acquisition Issuance Of Shares Value For Business Acquisition Shares Issued For Business Acquisition Issuance of shares for business acquisition, shares Shares Issued For Business Acquisition Sale of subsidiary shares in an initial public offering Sale Of Subsidiary Shares In Initial Public Offering Amendment of 2015 warrants and issuance of 2020 warrants Adjustments To Additional Paid In Capital Warrant Issued Payment of CEO payroll in shares Payment Of C E O Payroll In Shares Value Payment of CEO payroll in shares. Payment of CEO payroll In shares, shares Payment Of C E O Payroll In Shares Issuance of warrants Stock And Warrants Issued During Period Value Preferred Stock And Warrants Issuance of shares for employee bonus Stock Issued During Period Value Employee Benefit Plan Issuance of shares for employee bonus, Shares Stock Issued During Period Shares Employee Benefit Plan Retirement of treasury shares Treasury Stock Retired Cost Method Amount Retirement of treasury shares, share Treasury Stock Shares Retired Exercise of stock options and employee share purchases, value Stock Issued During Period Value Stock Options Exercised And Employee Stock Purchase Plan Exercise of stock options and employee share purchases, shares Stock Issued During Period Shares Stock Options Exercised And Employee Stock Purchase Plan Stockholders' Equity, Ending Balance Temporary Equity, shares Temporary Equity, Ending Balance Balance, shares Issuance of shares for business acquisition Stock Issued During Period Value Acquisitions Issuance of shares for business acquisition, shares Stock Issued During Period Shares Acquisitions Statement Of Cash Flows [Abstract] Collaborative Arrangement and Arrangement Other than Collaborative Type Of Arrangement [Axis] Collaborative Arrangement and Arrangement Other than Collaborative Arrangements And Nonarrangement Transactions [Member] Payment for services [Member] Payment for services [Member] Payment For Services [Member] 2020 employee bonus member. Employee bonus [Member] Employee Bonus [Member] Business acquisition. Business Acquisition [Member] Business Acquisition [Member] Supplemental disclosures - non-cash activities: Cash Flow Noncash Investing And Financing Activities Disclosure [Abstract] Non cash royalty and milestone revenue. Non-cash interest expense. Donation of assets. Proceeds from sale of subsidiary shares in initial public offering. Proceeds from employee stock purchases and option exercises. Purchase of treasury shares to satisfy tax withholdings. Business acquisition, deferred purchase price and contingent consideration. Insurance financing agreement. Supplemental Cash Flow Elements [Abstract] Business Acquisition related [Member] Business Acquisition Related [Member] Business Acquisition Related [Member] Cash flows from operating activities: Net Cash Provided By Used In Operating Activities [Abstract] Adjustments to reconcile net loss to net cash used in operating activities: Adjustments To Reconcile Net Income Loss To Cash Provided By Used In Operating Activities [Abstract] Depreciation and amortization Depreciation And Amortization Share-based compensation Share Based Compensation Non-cash royalty and milestone revenue Non Cash Royalty And Milestone Revenue Non-cash interest expense Non Cash Interest Expense Donation of assets Donation Of Assets (Gain) loss on sale or disposal of assets Gain Loss On Disposition Of Assets1 Change in fair value of contingent obligations Business Combination Contingent Consideration Arrangements Change In Amount Of Contingent Consideration Liability1 Loss on modification of debt Gain on extinguishment of debt Changes in operating assets and liabilities: Increase Decrease In Operating Capital [Abstract] Accounts receivable Increase Decrease In Accounts Receivable Inventories Increase Decrease In Inventories Prepaid expenses Increase Decrease In Prepaid Expense Accounts payable Increase Decrease In Accounts Payable Deferred revenue Increase Decrease In Contract With Customer Liability Accrued liabilities and other current liabilities Increase Decrease In Other Accounts Payable And Accrued Liabilities Other operating assets and liabilities Increase Decrease In Other Operating Capital Net Net cash provided by (used in) operating activities Net Cash Provided By Used In Operating Activities Cash flows from investing activities: Net Cash Provided By Used In Investing Activities [Abstract] Proceeds from sale of property, plant and equipment Proceeds From Sale Of Property Plant And Equipment Purchases of property, plant and equipment Payments To Acquire Property Plant And Equipment Purchases of available-for-sale securities Payments To Acquire Available For Sale Securities Debt Cash paid for business acquisition, net Payments To Acquire Businesses Gross Net cash used in investing activities Net Cash Provided By Used In Investing Activities Cash flows from financing activities: Net Cash Provided By Used In Financing Activities [Abstract] Net proceeds from sale of equity Proceeds From Issuance Or Sale Of Equity Net proceeds from sale of subsidiary shares in an initial public offering Proceeds From Sale Of Subsidiary Shares In Initial Public Offering Proceeds from employee stock purchases and option exercises Proceeds From Employee Stock Purchases And Option Exercises Purchase of treasury shares to satisfy tax withholdings Purchase Of Treasury Shares To Satisfy Tax Withholdings Proceeds from issuance of long-term debt Proceeds From Issuance Of Long Term Debt Payment of contingent purchase price consideration Payment For Contingent Consideration Liability Financing Activities Repayments of debt Repayments Of Debt Payment of finance lease obligation Finance Lease Principal Payments Net cash provided by financing activities Net Cash Provided By Used In Financing Activities Effect of exchange rate changes on cash Effect Of Exchange Rate On Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Including Disposal Group And Discontinued Operations Net increase in cash, cash equivalents and restricted cash Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Period Increase Decrease Including Exchange Rate Effect Cash, cash equivalents and restricted cash, beginning of period Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Including Disposal Group And Discontinued Operations Cash, cash equivalents and restricted cash, end of period Supplemental cash flow information: Supplemental Cash Flow Information [Abstract] Cash paid for interest Interest Paid Net Purchases of plant and equipment in accounts payable and accrued liabilities Capital Expenditures Incurred But Not Yet Paid Conversion of series C-1 convertible preferred stock to common stock, $0.01 par value Conversion Of Stock Amount Converted1 Issuance of common stock Stock Issued1 Contingent purchase price consideration in connection with business acquisition Business Acquisition Deferred Purchase Price And Contingent Consideration Insurance financing agreements Insurance Financing Agreement Lease right-of-use assets obtained in exchange for new operating lease liabilities Right Of Use Asset Obtained In Exchange For Operating Lease Liability Lease right-of-use assets obtained in exchange for new finance lease liabilities Right Of Use Asset Obtained In Exchange For Finance Lease Liability Business Liquidity And Basis Of Presentation [Abstract] Description Of Business [Abstract] Description of Business Business Description And Basis Of Presentation [Text Block] Accounting Policies [Abstract] Summary of Significant Accounting Policies Significant Accounting Policies [Text Block] Business Combinations [Abstract] Business Acquisitions Business Combination Disclosure [Text Block] Goodwill And Intangible Assets Disclosure [Abstract] Goodwill and Acquired Intangible Assets Goodwill And Intangible Assets Disclosure [Text Block] Cash And Cash Equivalents [Abstract] Investments Cash And Cash Equivalents Disclosure [Text Block] Restricted Cash Restricted Assets Disclosure [Text Block] Property Plant And Equipment [Abstract] Property, Plant and Equipment Property Plant And Equipment Disclosure [Text Block] Income Tax Disclosure [Abstract] Income Taxes Income Tax Disclosure [Text Block] Accrued liabilities disclosure. Other Liabilities Disclosure [Abstract] Accrued Liabilities Accrued Liabilities Disclosure [Text Block] Equity [Abstract] Equity Stockholders Equity Note Disclosure [Text Block] Convertible preferred stock. Temporary Equity Disclosure [Abstract] Series C-1 Convertible Preferred Stock Convertible Preferred Stock [Text Block] Noncontrolling Interest [Abstract] Non-controlling Interest Minority Interest Disclosure [Text Block] Share Based Compensation [Abstract] Share-Based Compensation Plans Disclosure Of Compensation Related Costs Share Based Payments [Text Block] Research And Development [Abstract] License, Research, and Other Agreements Long Term Contracts Or Programs Disclosure [Text Block] Collaboration. Collaboration [Abstract] Revenue from Contracts with Customers Revenue From Contract With Customer [Text Block] Related Party Transactions [Abstract] Related Party Transactions Related Party Transactions Disclosure [Text Block] Lessee, operating leases and finance leases. Leases [Abstract] Leases Lessee Operating Leases And Finance Leases [Text Block] Debt Disclosure [Abstract] Debt Debt Disclosure [Text Block] Liability related to sale of future royalties and milestones. Liability related to sale of future royalties and milestones. Liability Related To Sale Of Future Royalties And Milestones [Abstract] Liability Related to the Sale of Future Royalties and Milestones Liability Related To Sale Of Future Royalties And Milestones Disclosure [Text Block] Fair value measurements. Fair Value Measurements [Abstract] Fair Value Measurements Fair Value Disclosures [Text Block] Commitments And Contingencies Disclosure [Abstract] Contingencies Commitments And Contingencies Disclosure [Text Block] Compensation And Retirement Disclosure [Abstract] Benefit Plans Pension And Other Postretirement Benefits Disclosure [Text Block] Geographical information disclosure. Geographic information. Geographic Information [Abstract] Geographical Information Geographical Information Disclosure [Text Block] Basis of Presentation and Principles of Consolidation Consolidation Policy [Text Block] Segment Information Segment Reporting Policy Policy [Text Block] Use of Estimates Use Of Estimates Cash and Cash Equivalents Cash And Cash Equivalents Policy [Text Block] Concentrations of Credit Risk Concentration Risk Disclosure [Text Block] Accounts Receivable Receivables Policy [Text Block] Property, Plant and Equipment Property Plant And Equipment Policy [Text Block] Fair Value of Financial Instruments Fair Value Of Financial Instruments Policy Revenue Recognition Revenue From Contract With Customer Policy [Text Block] Foreign Currency Transactions Foreign Currency Transactions And Translations Policy [Text Block] Research and Development Research And Development Expense Policy Share-based Compensation Share Based Compensation Option And Incentive Plans Policy Income Taxes Income Tax Policy [Text Block] Net Loss Per Share Earnings Per Share Policy [Text Block] Goodwill Goodwill And Intangible Assets Goodwill Policy Long-lived Assets Impairment Or Disposal Of Long Lived Assets Policy [Text Block] Leases Lessee Leases Policy [Text Block] Recent Accounting Pronouncements New Accounting Pronouncements Policy Policy [Text Block] Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding Schedule Of Antidilutive Securities Excluded From Computation Of Earnings Per Share [Text Block] Schedule of Changes in Goodwill Schedule Of Goodwill [Text Block] Schedule of Intangible Assets Excluding Goodwill. Schedule of Acquired Intangible Assets Schedule Of Intangible Assets Excluding Goodwill Table [Text Block] Schedule of Cash Equivalents Schedule Of Cash Cash Equivalents And Short Term Investments Table [Text Block] Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash Schedule Of Cash And Cash Equivalents Table [Text Block] Schedule of Property, Plant and Equipment, net Property Plant And Equipment [Text Block] Schedule of Deferred Tax Assets and Liabilities Schedule Of Deferred Tax Assets And Liabilities Table [Text Block] Schedule of Effective Income Tax Rate Reconciliation Schedule Of Effective Income Tax Rate Reconciliation Table [Text Block] Summary of Income Tax Contingencies Summary Of Income Tax Contingencies [Text Block] Schedule of Accrued Liabilities Schedule Of Accrued Liabilities Table [Text Block] Schedule of approximate interests in certain consolidated subsidiaries. Schedule Of Approximate Interests In Certain Consolidated Subsidiaries Schedule Of Approximate Interests In Certain Consolidated Subsidiaries Table [Text Block] Schedule of changes in non-controlling interest. Schedule Of Changes In Non-controlling Interest Schedule Of Changes In Non Controlling Interest Table [Text Block] Weighted Average Assumptions used to Estimate Fair Value of Options Granted Schedule Of Share Based Payment Award Stock Options Valuation Assumptions Table [Text Block] Schedule of Stock Option Activity Schedule Of Share Based Compensation Stock Options Activity Table [Text Block] Summary of Non-vested Stock Activity Schedule Of Nonvested Share Activity Table [Text Block] Schedule of Share-Based Compensation Expense Schedule Of Compensation Cost For Share Based Payment Arrangements Allocation Of Share Based Compensation Costs By Plan Table [Text Block] Summary of Disaggregation of Revenue Disaggregation Of Revenue Table [Text Block] Schedule of Information about Contract Assets and Contract Liabilities from Contracts with Customers Contract With Customer Asset And Liability Table [Text Block] Schedule of Components of Lease Cost Recorded in Condensed Consolidated Statement of Operations Lease Cost Table [Text Block] Lessee, lease, schedule of supplemental balance sheet information. Schedule of Supplemental Balance Sheet Information Related to Lease Lessee Lease Schedule Of Supplemental Balance Sheet Information Table [Text Block] Lessee operating leases, finance leases, expected sublease receipts and net future lease commitments liabilities maturity. Schedule of Maturities of Operating Lease Liabilities in Accordance With ASC 842 Lessee Operating Leases Finance Leases Expected Sublease Receipts And Net Future Lease Commitments Liabilities Maturity Table [Text Block] Lessee, operating lease, schedule of weighted-average remaining lease term and discount rates. Schedule of Weighted-Average Remaining Lease Terms and Discount Rates Related to Leases Lessee Operating Lease Schedule Of Weighted Average Remaining Lease Term And Discount Rates Table [Text Block] Schedule of Debt Obligations Schedule Of Debt Table [Text Block] Schedule of activity within liability related to sale of future royalties and milestones. Schedule of Liability Account Schedule Of Activity Within Liability Related To Sale Of Future Royalties And Milestones Table [Text Block] Fair Value Disclosures [Abstract] Schedule of Weighted Average Values of Contingent Purchase Milestones and Credit Spread Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques Table [Text Block] Schedule of Liabilities Measured at Fair Value Fair Value Liabilities Measured On Recurring Basis [Text Block] Schedule of Liabilities Measured at Fair Value Using Significant Unobservable Inputs Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Text Block] Revenue by Geographic Areas Revenue From External Customers By Geographic Areas Table [Text Block] Long-lived Assets by Geographic Areas Long Lived Assets By Geographic Areas Table [Text Block] Cash, cash equivalents and short term investment Cash Cash Equivalents And Short Term Investments Increase in cash and cash equivalents Cash And Cash Equivalents Period Increase Decrease Accumulated deficit Number of subsidiaries not owned. Percentage of subsidiaries not owned. Number of subsidiaries not 100% owned Number Of Subsidiaries Not Owned Percentage of subsidiaries not owned Percentage Of Subsidiaries Not Owned Number of operating segments Number Of Operating Segments Number of reportable segment Number Of Reportable Segments Allowance for doubtful accounts receivable Allowance For Doubtful Accounts Receivable Depreciation Depreciation Long-term Debt, Gross Debt Instrument Carrying Amount Revenue [Abstract] Revenue [Abstract] Concentration Risk [Table] Concentration Risk [Table] Customer Major Customers [Axis] Customer Name Of Major Customer [Domain] One collaboration partner. One collaboration partner [Member] One Collaboration Partner [Member] Concentration Risk Type Concentration Risk By Type [Axis] Concentration Risk Type Concentration Risk Type [Domain] Customer Concentration Risk [Member] Customer Concentration Risk [Member] Concentration Risk Benchmark Concentration Risk By Benchmark [Axis] Concentration Risk Benchmark Concentration Risk Benchmark [Domain] Revenue [Member] Sales Revenue Net [Member] Concentration Risk [Line Items] Concentration Risk [Line Items] Concentration risk, percentage Concentration Risk Percentage1 Foreign Currency [Abstract] Foreign Currency Transaction Gain (Loss), before Tax Foreign Currency Transaction Gain Loss Before Tax Schedule Of Antidilutive Securities Excluded From Computation Of Earnings Per Share [Table] Schedule Of Antidilutive Securities Excluded From Computation Of Earnings Per Share [Table] Series C-1 redeemable convertible preferred stock. Series C-1 convertible preferred stock [Member] Series C1 Redeemable Convertible Preferred Stock [Member] Antidilutive Securities Antidilutive Securities Excluded From Computation Of Earnings Per Share By Antidilutive Securities [Axis] Antidilutive Securities, Name Antidilutive Securities Name [Domain] Warrants [Member] Warrant [Member] Stock Options [Member] Employee Stock Option [Member] Non-vested Shares [Member] Restricted Stock [Member] Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount Antidilutive Securities Excluded From Computation Of Earnings Per Share Amount Impairment of goodwill Goodwill Impairment Loss Summary of significant accounting policies. Summary of significant accounting policies . Summary Of Significant Accounting Policies [Table] Summary Of Significant Accounting Policies [Table] Accounting standard update 201912. ASU 2019-12 [Member] Accounting Standard Update201912 [Member] Summary Of Significant Accounting Policies [Line Items] Summary Of Significant Accounting Policies [Line Items] Change in accounting principle, accounting standards update, adoption date Change In Accounting Principle Accounting Standards Update Adoption Date Change in accounting principle, accounting standards update, adopted Change In Accounting Principle Accounting Standards Update Adopted Change in accounting principle, accounting standards update, immaterial effect Change In Accounting Principle Accounting Standards Update Immaterial Effect Debt instrument redemption threshold trading period. Number of remaining milestones achieved. Minimum Market Capitalization threshold that must be exceeded to exercise right to repay outstanding balance with common stock at maturity. Schedule Of Business Acquisitions By Acquisition [Table] Schedule Of Business Acquisitions By Acquisition [Table] Contingent Consideration by Type Contingent Consideration By Type [Axis] Contingent Consideration Type Contingent Consideration Type [Domain] Contingent milestone 1. Contingent Milestone 1 [Member] Contingent Milestone1 [Member] Contingent milestone 2. Contingent Milestone 2 [Member] Contingent Milestone2 [Member] Contingent milestone 3. Contingent Milestone 3 [Member] Contingent Milestone3 [Member] Business Acquisition Business Acquisition [Axis] Business Acquisition, Acquiree Business Acquisition Acquiree [Domain] 4-antibody acquisition. 4-antibody acquisition [Member] A4antibody Acquisition [Member] PhosImmune Inc. PhosImmune Inc. [Member] Phos Immune Inc [Member] Business Acquisition [Line Items] Business Acquisition [Line Items] Contingent Consideration Business Combination Contingent Consideration Arrangements Range Of Outcomes Value High Market Capitalization Debt Instrument Repayment Term Minimum Market Capitalization Amount Required For Equity Conversion At Debt Maturity Debt Instrument, Redemption, Threshold Trading Days Debt Instrument Redemption Threshold Trading Period Number of remaining milestones achieved Number Of Remaining Milestones Achieved Business combination, milestone expiration unachieved period. Common stock trading price per share. Trading Price of our Common Stock Common Stock Trading Price Per Share Business combination, milestone expiration unachieved period Business Combination Milestone Expiration Unachieved Period Goodwill [Roll Forward] Goodwill Roll Forward Beginning balance Effect of foreign currency Goodwill Foreign Currency Translation Gain Loss Ending balance Schedule Of Finite Lived Intangible Assets [Table] Schedule Of Finite Lived Intangible Assets [Table] Finite-Lived Intangible Assets by Major Class Finite Lived Intangible Assets By Major Class [Axis] Finite-Lived Intangible Assets, Major Class Name Finite Lived Intangible Assets Major Class Name [Domain] Intellectual Property [Member] Intellectual Property [Member] Trademarks [Member] Trademarks [Member] Other [Member] Other Intangible Assets [Member] Statistical Measurement Range [Axis] Statistical Measurement Range [Member] Minimum [Member] Minimum [Member] Maximum [Member] Maximum [Member] Finite-Lived Intangible Assets [Line Items] Finite Lived Intangible Assets [Line Items] Amortization period (years) Finite Lived Intangible Asset Useful Life Intangible Assets, Gross (Excluding Goodwill) Intangible Assets Gross Excluding Goodwill Gross carrying amount Finite Lived Intangible Assets Gross Accumulated amortization Net carrying amount Finite Lived Intangible Assets Net Net carrying amount Indefinite-lived Intangible Assets Acquired Indefinitelived Intangible Assets Acquired Acquired Finite-lived Intangible Assets, Weighted Average Useful Life Acquired Finite Lived Intangible Assets Weighted Average Useful Life Amortization expense Amortization Of Intangible Assets Finite-Lived Intangible Assets, Estimated Amortization Expense, 2022 Finite Lived Intangible Assets Amortization Expense Next Twelve Months Finite-Lived Intangible Assets, Estimated Amortization Expense, 2023 Finite Lived Intangible Assets Amortization Expense Year Two Finite-Lived Intangible Assets, Estimated Amortization Expense, 2024 Finite Lived Intangible Assets Amortization Expense Year Three Finite-Lived Intangible Assets, Estimated Amortization Expense, 2025 Finite Lived Intangible Assets Amortization Expense Year Four Finite-Lived Intangible Assets, Estimated Amortization Expense, 2026 Finite Lived Intangible Assets Amortization Expense Year Five Schedule Of Cash And Cash Equivalents [Table] Schedule Of Cash And Cash Equivalents [Table] Measurement Basis Fair Value By Measurement Basis [Axis] Fair Value Disclosure Item Amounts [Default] Portion At Fair Value Fair Value Disclosure [Member] Fair Value Measurement Fair Value Disclosure Item Amounts [Domain] Cost [Member] Carrying Reported Amount Fair Value Disclosure [Member] Estimated Fair Value [Member] Estimate Of Fair Value Fair Value Disclosure [Member] Cash and Cash Equivalents Cash And Cash Equivalents [Axis] Cash and Cash Equivalents Restricted Cash And Cash Equivalents Cash And Cash Equivalents [Member] Institutional Money Market Funds [Member] Money Market Funds [Member] U.S. Treasury Bills [Member] U S Treasury Securities [Member] Cash And Cash Equivalents [Line Items] Cash And Cash Equivalents [Line Items] Cash equivalents and short term investments Investment Type Investment Type [Axis] Investments Investment Type Categorization [Member] Short Term Investments [Member] Short Term Investments [Member] Cash equivalents Cash Equivalents At Carrying Value Restricted cash Restricted Cash And Cash Equivalents Cash, cash equivalents and restricted cash Schedule Of Property Plant And Equipment [Table] Schedule Of Property Plant And Equipment [Table] Long-Lived Tangible Asset Property Plant And Equipment By Type [Axis] Long-Lived Tangible Asset Property Plant And Equipment Type [Domain] Land [Member] Land [Member] Building and building improvements [Member] Building And Building Improvements [Member] Furniture, fixtures and other [Member] Furniture And Fixtures [Member] Laboratory, manufacturing and transportation equipment [Member] Machinery And Equipment [Member] Leasehold Improvements [Member] Leasehold Improvements [Member] Software and computer equipment [Member] Computer Equipment [Member] Property, Plant and Equipment [Line Items] Property Plant And Equipment [Line Items] Property, Plant and Equipment, Gross Property Plant And Equipment Gross Plant and equipment, accumulated amortization and depreciation Property, Plant and Equipment, Net Property, Plant and Equipment, Useful Life Property Plant And Equipment Estimated Useful Lives Property, Plant and Equipment, Useful Life Property Plant And Equipment Useful Life Operating loss carryforwards expiration year. Tax credit carryforward expiration year. Investment tax credit carryforward expiration year. Operating Loss Carryforwards [Table] Operating Loss Carryforwards [Table] Income Tax Authority Income Tax Authority [Axis] Income Tax Authority Income Tax Authority [Domain] Internal Revenue Service (IRS) [Member] Internal Revenue Service I R S [Member] Federal and state. Federal and State [Member] Federal And State [Member] State and Local Jurisdiction [Member] State And Local Jurisdiction [Member] Foreign Tax Authority [Member] Foreign Country [Member] Income Tax Authority, Name Income Tax Authority Name [Axis] Income Tax Authority, Name Income Tax Authority Name [Domain] Switzerland [Member] Swiss Federal Tax Administration F T A [Member] United Kingdom [Member] Her Majestys Revenue And Customs H M R C [Member] Belgium [Member] Administration Of The Treasury Belgium [Member] Ireland [Member] Revenue Commissioners Ireland [Member] Hong Kong [Member] Inland Revenue Hong Kong [Member] Worldwide. Worldwide [Member] Worldwide [Member] Operating Loss Carryforwards [Line Items] Operating Loss Carryforwards [Line Items] Operating Loss Carryforwards Operating Loss Carryforwards Operating loss carryforwards expiration year Operating Loss Carryforwards Expiration Year Operating loss carryforwards that do not expire Deferred Tax Assets Operating Loss Carryforwards Not Subject To Expiration Research and development tax credits Deferred Tax Assets Tax Credit Carryforwards Research Research and development tax credits expiration year Tax Credit Carryforward Expiration Year Investment tax credit Investment Tax Credit Investment tax credit expiration year Investment Tax Credit Carryforward Expiration Year Deferred tax assets operating loss carry forwards federal and state. Deferred tax assets, interest expense carryforward. Deferred tax assets, lease liabilities. Deferred tax liabilities goodwill and intangible assets intangible assets foreign. Deferred tax liabilities right of use asset. U.S. Federal and State net operating loss carryforwards Deferred Tax Assets Operating Loss Carry Forwards Federal And State Foreign net operating loss carryforwards Deferred Tax Assets Operating Loss Carryforwards Foreign Share-based compensation Deferred Tax Assets Tax Deferred Expense Compensation And Benefits Share Based Compensation Cost Intangible Assets Deferred Tax Assets Goodwill And Intangible Assets Interest expense carryforward Deferred Tax Assets Interest Expense Carryforward Deferred Revenue Deferred Tax Assets Deferred Income Lease Liability Deferred Tax Assets Lease Liabilities Other Deferred Tax Assets Other Total deferred tax assets Deferred Tax Assets Gross Less: valuation allowance Deferred Tax Assets Valuation Allowance Net deferred tax assets Deferred Tax Assets Net Foreign intangible assets Deferred Tax Liabilities Goodwill And Intangible Assets Intangible Assets Foreign Right of use asset Deferred Tax Liabilities Right Of Use Asset Other Deferred Tax Liabilities Other Deferred tax liabilities Deferred Income Tax Liabilities Net deferred tax liability Deferred Tax Liabilities Valuation Allowance, Deferred Tax Asset, Change in Amount Income Tax Reconciliation Change In Deferred Tax Assets Valuation Allowance Income tax benefit Income Tax Expense Benefit Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate Effective Income Tax Rate Reconciliation At Federal Statutory Income Tax Rate Income tax reconciliation, foreign income inclusion. Effective income tax rate reconciliation, loan forgiveness. The amount of income tax expense or benefit for the period computed by change in fair value of contingent consideration. Computed “expected” Federal tax benefit Income Tax Reconciliation Income Tax Expense Benefit At Federal Statutory Income Tax Rate Change in valuation allowance (Decrease) increase due to uncertain tax positions Income Tax Reconciliation Tax Contingencies Foreign income inclusion Income Tax Reconciliation Foreign Income Inclusion Loan forgiveness Effective Income Tax Rate Reconciliation Loan Forgiveness State and local income benefit, net of Federal income tax benefit Income Tax Reconciliation Tax Contingencies State And Local Equity based compensation Income Tax Reconciliation Nondeductible Expense Share Based Compensation Cost Foreign rate differential Income Tax Reconciliation Foreign Income Tax Rate Differential Change in fair value contingent consideration Income Tax Reconciliation Income Tax Expense Benefit Change In Fair Value Of Contingent Consideration Other, net Income Tax Reconciliation Other Adjustments Income tax benefit Unrecognized tax benefits, increase (decrease) related to current year positions. Unrecognized tax benefits, increases (decreases) resulting from prior period tax positions. Reconciliation of Unrecognized Tax Benefits [Roll Forward] Reconciliation Of Unrecognized Tax Benefits Excluding Amounts Pertaining To Examined Tax Returns Roll Forward Unrecognized Tax Benefits, Beginning balance Unrecognized Tax Benefits Increase (decrease) related to current year positions Unrecognized Tax Benefits Increase Decrease Related To Current Year Positions Increase (decrease) related to previously recognized positions Unrecognized Tax Benefits Increases Decreases Resulting From Prior Period Tax Positions Unrecognized Tax Benefits, Ending balance Accrued contract manufacturing costs. Accrued research services current. Accrued Liabilities Current [Abstract] Payroll Accrued Salaries Current Professional fees Accrued Professional Fees Current Contract manufacturing costs Accrued Contract Manufacturing Costs Research services Accrued Research Services Current Other Other Accrued Liabilities Current Total Schedule Of Stock By Class [Table] Schedule Of Stock By Class [Table] Series A convertible preferred stock [Member] Series A Preferred Stock [Member] At market issuance sales agreement. At Market Issuance Sales Agreement [Member] At Market Issuance Sales Agreement [Member] Related Party Related Party Transactions By Related Party [Axis] Related Party Related Party [Domain] B. Riley FBR, Inc. B. Riley FBR, Inc. [Member] B Riley F B R Inc [Member] Income Statement Location Income Statement Location [Axis] Income Statement Location Income Statement Location [Domain] New Sales Agreement. New Sales Agreement [Member] New Sales Agreement [Member] Counterparty Name Counterparty Name [Axis] Counterparty Name Repurchase Agreement Counterparty Name [Domain] A wholly-owned subsidiary of Betta Pharmaceuticals Co., Ltd. Betta HK [Member] Betta H K [Member] Stock purchase agreement. Stock Purchase Agreement [Member] Stock Purchase Agreement [Member] Class Of Stock [Line Items] Class Of Stock [Line Items] Preferred stock, conversion price per share. Preferred Stock, Redemption Price Per Share Preferred Stock Conversion Price Per Share Preferred Stock, Redemption Amount Preferred Stock Redemption Amount Preferred Stock, Liquidation Preference Per Share Preferred Stock Liquidation Preference Preferred Stock, Amount of Preferred Dividends in Arrears Preferred Stock Amount Of Preferred Dividends In Arrears Preferred Stock, Per Share Amounts of Preferred Dividends in Arrears Preferred Stock Per Share Amounts Of Preferred Dividends In Arrears Shares sold at the market, shares Common Stock Capital Shares Reserved For Future Issuance Shares issued average price per share. Net proceeds from issuance of common stock Proceeds From Issuance Of Common Stock Shares sold price per share Shares Issued Average Price Per Share Percentage of common stock outstanding shares. Stock purchase agreement additional shares, indisposable period. Stock purchase agreement, additional shares favorable voting period. Number of shares purchased, price per share Share Price Percentage of common stock outstanding shares Percentage Of Common Stock Outstanding Shares Stock purchase agreement, additional shares indisposable period Stock Purchase Agreement Additional Shares Indisposable Period Stock purchase agreement, additional shares, favorable voting period Stock Purchase Agreement Additional Shares Favorable Voting Period Proceeds from issuance of convertible preferred stock net of offering expenses. Price per share premium to closing price percentage. Certain institutional investors. Certain Institutional Investors [Member] Certain Institutional Investors [Member] Number of shares purchased, price per share Shares Issued Price Per Share Common stock issued upon conversion of each convertible preferred stock Convertible Preferred Stock Shares Issued Upon Conversion Price per share premium to closing price percentage Price Per Share Premium To Closing Price Percentage Aggregate proceeds from issuance of convertible prederred stock Proceeds From Issuance Of Convertible Preferred Stock Net proceeds from issuance of convertible preferred stock Proceeds From Issuance Of Convertible Preferred Stock Net Of Offering Expenses Series C-1 Convertible Preferred Stock remained outstanding Minority Interest [Table] Minority Interest [Table] Ownership Ownership [Axis] Ownership Ownership [Domain] MiNK Therapeutics, Inc. MiNK Therapeutics, Inc. Mi N K Therapeutics Inc [Member] SaponiQx, Inc. SaponiQx, Inc. Saponi Qx Inc [Member] Minority Interest [Line Items] Minority Interest [Line Items] Percentage of Non-controlling interest Minority Interest Ownership Percentage By Parent Beginning balance Total other items Minority Interest Period Increase Decrease Ending balance Legal Entity Legal Entity [Axis] Entity Entity [Domain] Schedule Of Deferred Compensation Arrangement With Individual Share Based Payments [Table] Schedule Of Deferred Compensation Arrangement With Individual Share Based Payments [Table] Plan Name Plan Name [Axis] Plan Name Plan Name [Domain] 2009 EIP. 2009 EIP [Member] A2009 E I P [Member] 2019 EIP. 2019 EIP [Member] A2019 E I P [Member] 2009 ESPP. 2009 ESPP [Member] A2009 E S P P [Member] Title of Individual Title Of Individual [Axis] Title of Individual Title Of Individual With Relationship To Entity [Domain] Employees and directors. Employees and directors [Member] Employees And Directors [Member] 2019 ESPP [Member] A2019 E S P P [Member] 2015 IEP. 2015 IEP [Member] A2015 I E P [Member] Award Type Award Type [Axis] Award Type Share Based Compensation Arrangements By Share Based Payment Award Award Type And Plan Name [Domain] Restricted Stock [Member] Performance Based Award [Member] Performance Shares [Member] A 2009 and 2019 ESPP. 2009 and 2019 ESPP [Member] A2009 And2019 E S P P [Member] A twenty twenty employee bonus. A2020 Employee Bonus A Twenty Twenty Employee Bonus [Member] Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] Deferred Compensation Arrangement With Individual Share Based Payments [Line Items] Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized Share Based Compensation Arrangement By Share Based Payment Award Number Of Shares Authorized Share-Based compensation award by Share-based payment award, purchase price as percent of fair value Employee stock purchase threshold as a percentage of the combined voting power of the Company Share-Based compensation award by Share-based payment award, purchase price as percent of fair value Share Based Compensation Award By Share Based Payment Award Purchase Price As Percent Of Fair Value Maximum number of shares allowed to be purchased by employees Share Based Compensation Arrangement By Share Based Payment Award Maximum Number Of Shares Per Employee Employee stock purchase threshold as a percentage of the total combined voting power of the Company Employee Stock Purchase Threshold As Percentage Of Combined Voting Power Of Company Share-based compensation awards expiration date Share Based Compensation Arrangement By Share Based Payment Award Expiration Date Deferred compensation arrangement, shares credited to directors accounts. Weighted average stock price of shares credited under Director Deferred Compensation Plan Shares issued under Director Deferred Compensation Plan Deferred Compensation Arrangement With Individual Shares Issued Shares credited under Director Deferred Compensation Plan Deferred Compensation Arrangement Shares Credited Weighted average stock price of shares credited under Director Deferred Compensation Plan Weighted Average Stock Price Of Shares Credited Under Director Deferred Compensation Plan Deferred Compensation Arrangement with Individual, Maximum Contractual Term Deferred Compensation Arrangement With Individual Maximum Contractual Term1 Vesting period, minimum Share Based Compensation Arrangement By Share Based Payment Award Award Vesting Period1 Expected volatility Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Volatility Rate Expected term in years Sharebased Compensation Arrangement By Sharebased Payment Award Fair Value Assumptions Expected Term1 Risk-free interest rate Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Risk Free Interest Rate Dividend yield Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Dividend Rate Options Outstanding, Beginning Balance Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Number Options Granted Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Gross Options Exercised Stock Issued During Period Shares Stock Options Exercised Options Forfeited Share Based Compensation Arrangement By Share Based Payment Award Options Forfeitures In Period Options Expired Share Based Compensation Arrangement By Share Based Payment Award Options Expirations In Period Options Outstanding, Ending Balance Options Vested or expected to vest Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding Number Options Exercisable Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Exercisable Number Options Outstanding, Weighted Average Exercise Price, Beginning Balance Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Weighted Average Exercise Price Options Granted, Weighted Average Exercise Price Share Based Compensation Arrangements By Share Based Payment Award Options Grants In Period Weighted Average Exercise Price Options Exercised, Weighted Average Exercise Price Share Based Compensation Arrangements By Share Based Payment Award Options Exercises In Period Weighted Average Exercise Price Options Forfeited, Weighted Average Exercise Price Share Based Compensation Arrangements By Share Based Payment Award Options Forfeitures In Period Weighted Average Exercise Price Options Expired, Weighted Average Exercise Price Share Based Compensation Arrangements By Share Based Payment Award Options Expirations In Period Weighted Average Exercise Price Options Outstanding, Weighted Average Exercise Price, Ending Balance Options Vested or expected to vest, Weighted Average Exercise Price Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding Weighted Average Exercise Price Options Exercisable, Weighted Average Exercise Price Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Exercisable Weighted Average Exercise Price Options Outstanding, Weighted Average Remaining Contractual Term Sharebased Compensation Arrangement By Sharebased Payment Award Options Outstanding Weighted Average Remaining Contractual Term2 Options Vested or expected to vest, Weighted Average Remaining Contractual Term Sharebased Compensation Arrangement By Sharebased Payment Award Options Vested And Expected To Vest Exercisable Weighted Average Remaining Contractual Term1 Options Exercisable, Weighted Average Remaining Contractual Term Sharebased Compensation Arrangement By Sharebased Payment Award Options Exercisable Weighted Average Remaining Contractual Term1 Options Outstanding, Aggregate Intrinsic Value Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Intrinsic Value Options Vested or expected to vest, Aggregate Intrinsic Value Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding Aggregate Intrinsic Value Options Exercisable, Aggregate Intrinsic Value Sharebased Compensation Arrangement By Sharebased Payment Award Options Exercisable Intrinsic Value1 Weighted average grant-date fair value of options granted Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Weighted Average Grant Date Fair Value Total intrinsic value of options exercised Share Based Compensation Arrangement By Share Based Payment Award Options Exercises In Period Total Intrinsic Value Unrecognized share-based compensation expense Employee Service Share Based Compensation Nonvested Awards Total Compensation Cost Not Yet Recognized Stock Options Unrecognized share-based compensation expense, weighted average period Employee Service Share Based Compensation Nonvested Awards Total Compensation Cost Not Yet Recognized Period For Recognition1 Non-vested Shares Outstanding, Beginning Balance Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Nonvested Number Non-vested Shares Granted Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Grants In Period Non-vested Shares Vested Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Vested In Period Non-vested Shares Forfeited Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Forfeited In Period Non-vested Shares Outstanding, Ending Balance Non-vested Shares Outstanding, Weighted Average Grant Date Fair Value, Beginning Balance Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Nonvested Weighted Average Grant Date Fair Value Non-vested Shares Granted, Weighted Average Grant Date Fair Value Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Grants In Period Weighted Average Grant Date Fair Value Non-vested Shares Vested, Weighted Average Grant Date Fair Value Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Vested In Period Weighted Average Grant Date Fair Value Non-vested Shares Forfeited, Weighted Average Grant Date Fair Value Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Forfeitures Weighted Average Grant Date Fair Value Non-vested Shares Outstanding, Weighted Average Grant Date Fair Value, Ending Balance Unrecognized share-based compensation expense Employee Service Share Based Compensation Nonvested Awards Total Compensation Cost Not Yet Recognized Share Based Awards Other Than Options Intrinsic value of shares vested Sharebased Compensation Arrangement By Sharebased Payment Award Equity Instruments Other Than Options Aggregate Intrinsic Value Vested Additional shares issued for employee bonus. Proceeds from Stock Plans Proceeds From Stock Plans Shares issued under ESPP Stock Issued During Period Shares Employee Stock Purchase Plans Shares issued from vesting of non vested stock Shares issued from exercise of options Additional share issued for employee bonus Additional Shares Issued For Employee Bonus Share withheld to cover taxes Shares Paid For Tax Withholding For Share Based Compensation Share issued net Stock Issued During Period Shares Restricted Stock Award Net Of Forfeitures Schedule Of Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Table] Schedule Of Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Table] Research and Development [Member] Research And Development Expense [Member] General and Administrative [Member] General And Administrative Expense [Member] Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] Share-based compensation expense Allocated Share Based Compensation Expense Milestone payments for license costs pre-regulatory approval. Milestone payments for license costs post-regulatory approval. Deferred Revenue Disclosure [Abstract] Deferred Revenue Arrangement By Type [Table] Deferred Revenue Arrangement By Type [Table] Contract with Customer, Duration Contract With Customer Duration [Axis] Contract with Customer, Duration Contract With Customer Duration [Domain] LICR [Member] LICR [Member] L I C R [Member] Research and Development Expense [Member] Deferred Revenue Arrangement [Line Items] Deferred Revenue Arrangement [Line Items] License costs Cost Of Goods And Services Sold Type of Cost, Good or Service [Extensible List] Type Of Cost Good Or Service Extensible List Milestone payments for license costs pre-regulatory approval Milestone Payments For License Costs Pre Regulatory Approval Milestone payments for license costs post-regulatory approval Milestone Payments For License Costs Post Regulatory Approval Clinical Trials Expense Estimate of payments for clinical trials. Cumulative Payments for Clinical Trials to date Estimate of total payments for clinical trials Estimate Of Payments For Clinical Trials Clinical trials expense Clinical Trials Expense Cumulative payments for clinical trials Cumulative Payments For Clinical Trials Upfront cash payment. Potential milestone payments receivable. Milestone payments receivable. Aggregate potential milestones receivable. Revenue From Contract With Customer [Abstract] Revenue from contract with customer. Revenue from contract with customer. Revenue From Contract With Customer [Table] Revenue From Contract With Customer [Table] Bristol myers squibb company license agreement. Bristol Myers Squibb Company License Agreement [Member] Bristol Myers Squibb Company License Agreement1 [Member] Research and Development Arrangement, Contract to Perform for Others, Type Research And Development Arrangement Contract To Perform For Others By Type [Axis] Research and Development Arrangement, Contract to Perform for Others, Type Research And Development Arrangement Contract To Perform For Others Type [Domain] Development regulatory and commercialization milestones. Development Regulatory And Commercialization Milestones [Member] Development Regulatory And Commercialization Milestones [Member] License agreement. License Agreement [Member] License Agreement [Member] Betta Pharmaceuticals Co., Ltd. Betta Pharmaceuticals Co., Ltd [Member] Betta Pharmaceuticals Co Ltd [Member] Betta pharmaceuticals collabration agreement member. Betta Pharmaceuticals Collaboration Agreement [Member] Betta Pharmaceuticals Collabration Agreement [Member] Contract with Customer, Basis of Pricing Contract With Customer Basis Of Pricing [Axis] Contract with Customer, Basis of Pricing Contract With Customer Basis Of Pricing [Domain] Fixed Consideration [Member] Fixed Price Contract [Member] Upfront License Fee [Member] License [Member] UroGen license agreement. UroGen License Agreement [Member] Uro Gen License Agreement [Member] Gilead sciences incorporation. Gilead Sciences, Inc. [Member] Gilead Sciences Incorporation [Member] Collaborative Arrangement [Member] Collaborative Arrangement [Member] Option and license agreement. Option And License Agreements [Member] Option And License Agreement [Member] Incyte corporation. Incyte Corporation [Member] Incyte Corporation [Member] Consolidated Entities Consolidated Entities [Axis] Consolidated Entities Consolidated Entities [Domain] Agenus Inc [Member] Parent Company [Member] Royalty purchase agreement. Royalty Purchase Agreement [Member] Royalty Purchase Agreement [Member] XOMA. XOMA [Member] Xoma [Member] Profit share products. Profit-share Products [Member] Profit Share Products [Member] Royalty-bearing products. Royalty-bearing Products [Member] Royalty Bearing Products [Member] License and Service License And Service [Member] Research and Development Revenue [Member] Research and development services. Research and development services [Member] Research And Development Services [Member] Merck collaboration and license agreement. Merck Collaboration and License Agreement [Member] Merck Collaboration And License Agreement [Member] GSK Agreements. GSK Agreements [Member] G S K Agreements [Member] Supply Commitment Supply Commitment [Axis] Supply Commitment Arrangement Supply Commitment Arrangement [Member] GSK Supply Agreement [Member] GSK Supply Agreement [Member] G S K Supply Agreement [Member] Gilead collaboration agreement. Gilead Collaboration Agreement [Member] Gilead Collaboration Agreement [Member] Revenue From Contract With Customer [Line Items] Revenue From Contract With Customer [Line Items] Fee received Upfront Cash Payment Potential milestone payments receivable Potential Milestone Payments Receivable Aggregate potential milestones receivable Aggregate Potential Milestones Receivable Milestone payments receivable Milestone Payments Receivable Collaboration agreement transaction price recognized. Transaction price recognized Collaboration Agreement Transaction Price Recognized Proceeds from collaborators Proceeds From Collaborators Revenue recognized Upfront payment. Upfront payment received Upfront Payment Percentage of royalty rate payments. Royalty payments on net sales (as a percent) Percentage Of Royalty Rate Payments Number of license agreement. Number of license agreement Number Of License Agreement Number of separate option and license agreement. Number of separate option and license agreements Number Of Separate Option And License Agreement Upfront license exercise fee. Upfront license exercise fee Upfront License Exercise Fee Collaboration agreement termination notice period. Collaboration Agreement Termination Notice Period Collaboration Agreement Termination Notice Period Revenue Performance Obligation [Abstract] Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Table] Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Table] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date Revenue Remaining Performance Obligation Expected Timing Of Satisfaction Start Date [Axis] Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] Expect to recognize deferred research and development revenue Revenue Remaining Performance Obligation Revenue, remaining performance obligation, expected timing of satisfaction, period Revenue Remaining Performance Obligation Expected Timing Of Satisfaction Period1 Number of collaboration agreement programs. Discovery period of antibodies development and commercialization period . Extended additional discovery period of antibodies development and commercialization period. Percentage of sold future royalties right to receive on net sales of products. Percentage of sold future milestones right to receive on net sales of products. Proceeds from milestones recognized. Percentage of future royalties on worldwide product sales. Number of collaboration agreement programs Number Of Collaboration Agreement Programs Discovery period of antibodies development and commercialization period Discovery Period Of Antibodies Development And Commercialization Period Extended discovery period of antibodies development and commercialization period Extended Additional Discovery Period Of Antibodies Development And Commercialization Period Percentage of sold future royalties right to receive Percentage Of Sold Future Royalties Right To Receive On Net Sales Of Products Percentage of sold future milestones right to receive Percentage Of Sold Future Milestones Right To Receive On Net Sales Of Products Proceeds from milestones recognized Proceeds From Milestones Recognized Percentage of future royalties on worldwide product sales Percentage Of Future Royalties On Worldwide Product Sales Milestone payments for license costs. Reserved right to elect to fund of development costs in percentage. Percentage of collaboration agreement profit and cost sharing ratio on antibody programs. Milestone payments for license costs Milestone Payments For License Costs Reserved right to elect to co-fund of development costs (as a percent) Reserved Right To Elect To Fund Of Development Costs In Percentage Percentage of profit and costs sharing ratio Percentage Of Collaboration Agreement Profit And Cost Sharing Ratio On Antibody Programs Upfront payment received. Upfront payment received related to clinical development Upfront Payment Received Contract with customer, liability, revenue recognized Contract With Customer Liability Revenue Recognized Potential payments. Potential Payments Potential Payments Additional fixed fee for license costs. Negotiation right expiry date. Proceeds From Negotiation Right Proceeds From Negotiation Right Creditable Against Future Royalty Payments Potential proceeds from license fees received. Period to Receive License Fees Additional fixed fee for license costs Additional Fixed Fee For License Costs Negotiation right expiry date Negotiation Right Expiry Date Proceeds from negotiation right Proceeds From Negotiation Right Proceeds from negotiation right creditable against future royalty payments Proceeds From Negotiation Right Creditable Against Future Royalty Payments Total potential proceeds from license Potential Proceeds From License Fees Received Period to receive license fees Period To Receive License Fees Noncash royalty revenue recognized. The amount of consideration recognized during the period for the milestones. Milestone method revenue recognized Revenue Recognition Milestone Method Recognized Revenue Non-cash royalty revenue recognized Noncash Royalty Revenue Recognized Disaggregation Of Revenue [Table] Disaggregation Of Revenue [Table] United States [Member] Statement Geographical [Axis] Geographical Segment Geographical [Domain] United States [Member] UNITED STATES Rest of World [Member] Non Us [Member] License and collaboration milestones. License fees and milestones [Member] License And Collaboration Milestones [Member] Clinical product revenue. Clinical product revenue [Member] Clinical Product Revenue1 [Member] Other. Other services [Member] Other [Member] License fee revenue. License Fee Revenue License Fee Revenue [Member] Manufacturing services [Member] Manufacturing Facility [Member] Recognition of deferred research and development revenue. Recognition of Deferred Research and Development Revenue [Member] Recognition Of Deferred Research And Development Revenue [Member] Recognition of Deferred Grant Revenue [Member] Grant [Member] Recognition of Deferred Grant Revenue [Member] Non cash royalty revenue related to the sale of future royalties. Non-cash royalties and milestones [Member] Non Cash Royalty Revenue Related To The Sale Of Future Royalties [Member] Non-cash royalties [Member] Disaggregation Of Revenue [Line Items] Disaggregation Of Revenue [Line Items] Revenue Asset impairment charges Asset Impairment Charges Unbilled contracts receivable additions. Unbilled contracts receivable deductions. Contract With Customer Asset And Liability [Abstract] Deferred revenue, Beginning Balance Unbilled Contracts Receivable Deferred revenue, Additions Unbilled Contracts Receivable Additions Deferred revenue, Deductions Unbilled Contracts Receivable Deductions Deferred revenue, Ending Balance Contract with customer liability additions. Deferred revenue, Beginning Balance Contract With Customer Liability Deferred revenue, Additions Contract With Customer Liability Additions Deferred revenue, Deductions Deferred revenue, Ending Balance Contract with customer, net asset liability. Collaboration agreement transaction price. Contract with customer, net asset liability Contract With Customer Net Asset Liability Initial transaction price Collaboration Agreement Transaction Price Receivables for R & D services Accounts Receivable Net Capitalized contract , cost Capitalized Contract Cost Net Charitable contribution expense. Cash charitable contribution expense. Related party transaction cash of installments payment. Schedule Of Related Party Transactions By Related Party [Table] Schedule Of Related Party Transactions By Related Party [Table] Children of Armenia Fund. Children of Armenia Fund ("COAF") [Member] Children Of Armenia Fund [Member] Related Party Transaction Related Party Transaction [Axis] Related Party Transaction Related Party Transaction [Domain] Protagenic Therapeutics inc. Protagenic Therapeutics, Inc [Member] Protagenic Therapeutics Inc [Member] Research and development manufacturing services. Research and Development Manufacturing Services [Member] Research And Development Manufacturing Services [Member] Dr. Garo H. Armen [Member] Chief Executive Officer [Member] Related Party Transaction [Line Items] Related Party Transaction [Line Items] Charitable contribution Charitable Contribution Expense Cash charitable contribution Cash Charitable Contribution Expense Cash installments payment Related Party Transaction Cash Of Installments Payment Non-cash charitable contribution Noncash Contribution Expense Percentage of equity interest Equity Method Investment Ownership Percentage Operating lease, expiration period. Lessee Lease Description [Table] Lessee Lease Description [Table] Lessee Lease Description [Line Items] Lessee Lease Description [Line Items] Operating lease, expiration period Operating Lease Expiration Period Finance lease, expiration period. Finance lease, expiration period Finance Lease Expiration Period Finance lease cost. Operating lease cost Operating Lease Cost Finance lease cost Finance Lease Cost Variable lease cost Variable Lease Cost Sublease income Sublease Income Net lease cost Lease Cost Finance lease payments. Cash payments for operating lease liabilities Operating Lease Payments Cash payments for finance lease liabilities Finance Lease Payments Total operating lease right-of-use assets Total operating lease liabilities Operating Lease Liability Total finance lease right-of-use assets Finance Lease Right Of Use Asset Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Finance Lease Right Of Use Asset Statement Of Financial Position Extensible List Other current liabilities Finance Lease Liability Current Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Finance Lease Liability Current Statement Of Financial Position Extensible List Other long-term liabilities Finance Lease Liability Noncurrent Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] Finance Lease Liability Noncurrent Statement Of Financial Position Extensible List Total finance lease liabilities Finance Lease Liability Net future lease commitments, payments, due. Net future lease commitments, payments, due next twelve months. Net future lease commitments, payments, due year two. Net future lease commitments, payments, due year three. Net future lease commitments, payments, due year four. Net future lease commitments, payments, due year five. Net future lease commitments, payments, due after year five. Expected sublease receipts, payments to be received. Expected sublease receipts, payments to be received, due next twelve months. Expected sublease receipts, payments to be received, two years. Expected sublease receipts, payments to be received, three years. Expected sublease receipts, payments to be received, four years. Expected sublease receipts, payments to be received, five years. Expected sublease receipts, payments to be received, thereafter. Operating Leases, 2022 Lessee Operating Lease Liability Payments Due Next Twelve Months Operating Leases, 2023 Lessee Operating Lease Liability Payments Due Year Two Operating Leases, 2024 Lessee Operating Lease Liability Payments Due Year Three Operating Leases, 2025 Lessee Operating Lease Liability Payments Due Year Four Operating Leases, 2026 Lessee Operating Lease Liability Payments Due Year Five Operating Leases, Thereafter Lessee Operating Lease Liability Payments Due After Year Five Operating Leases, Total Lessee Operating Lease Liability Payments Due Operating Leases, Less imputed interest Lessee Operating Lease Liability Undiscounted Excess Amount Operating Leases, Present value of lease liabilities Finance leases, 2022 Finance Lease Liability Payments Due Next Twelve Months Finance leases, 2023 Finance Lease Liability Payments Due Year Two Finance leases, 2024 Finance Lease Liability Payments Due Year Three Finance leases, 2025 Finance Lease Liability Payments Due Year Four Finance leases, 2026 Finance Lease Liability Payments Due Year Five Finance leases, Thereafter Finance Lease Liability Payments Due After Year Five Finance leases, Total Finance Lease Liability Payments Due Finance leases, Less imputed interest Finance Lease Liability Undiscounted Excess Amount Finance leases, Present value of lease liabilities Expected sublease receipts, 2022 Expected Sublease Receipts Payments To Be Received Due Next Twelve Months Expected sublease receipts, 2023 Expected Sublease Receipts Payments To Be Received Two Years Expected sublease receipts, 2024 Expected Sublease Receipts Payments To Be Received Three Years Expected sublease receipts, 2025 Expected Sublease Receipts Payments To Be Received Four Years Expected sublease receipts, 2026 Expected Sublease Receipts Payments To Be Received Five Years Expected sublease receipts, Thereafter Expected Sublease Receipts Payments To Be Received Thereafter Expected sublease receipts, Total Expected Sublease Receipts Payments To Be Received Net future lease commitments, 2022 Net Future Lease Commitments Payments Due Next Twelve Months Net future lease commitments, 2023 Net Future Lease Commitments Payments Due Year Two Net future lease commitments, 2024 Net Future Lease Commitments Payments Due Year Three Net future lease commitments, 2025 Net Future Lease Commitments Payments Due Year Four Net future lease commitments, 2026 Net Future Lease Commitments Payments Due Year Five Net future lease commitments, Thereafter Net Future Lease Commitments Payments Due After Year Five Net future lease commitments, Total Net Future Lease Commitments Payments Due Expected lease incentives to be received due next twelve months. Expected lease incentives to be received two years. Expected lease incentives to be received, 2022 Expected Lease Incentives To Be Received Due Next Twelve Months Expected lease incentives to be received, 2022 Expected Lease Incentives To Be Received Two Years Finance lease not yet commenced, future lease payments. Finance lease not yet commenced, expected commencement year. Finance lease not yet commenced, future lease payments Finance Lease Not Yet Commenced Future Lease Payments Finance lease not yet commenced, expected commencement year Finance Lease Not Yet Commenced Expected Commencement Year Finance lease not yet commenced, term Lessee Finance Lease Lease Not Yet Commenced Term Of Contract1 Operating lease, weighted average remaining lease term (in years) Operating Lease Weighted Average Remaining Lease Term1 Operating lease, weighted average discount rate Operating Lease Weighted Average Discount Rate Percent Finance lease, weighted average remaining lease term (in years) Finance Lease Weighted Average Remaining Lease Term1 Finance lease, weighted average discount rate Finance Lease Weighted Average Discount Rate Percent Debt Instrument [Table] Debt Instrument [Table] Short-term Debt, Type Short Term Debt Type [Axis] Short-term Debt, Type Short Term Debt Type [Domain] Debentures. Debentures [Member] Debentures [Member] Long-term Debt, Type Longterm Debt Type [Axis] Long-term Debt, Type Longterm Debt Type [Domain] Two thousand fifteen subordinated notes. 2015 Subordinated Notes [Member] Two Thousand Fifteen Subordinated Notes [Member] Debt Instrument [Line Items] Debt Instrument [Line Items] Debentures Long Term Debt And Capital Lease Obligations Current Other Other Long Term Debt Current 2015 Subordinated Notes Long Term Debt And Capital Lease Obligations Total Long Term Debt And Capital Lease Obligations Including Current Maturities Other Other Long Term Debt Senior Subordinated Notes [Member] Senior Subordinated Notes [Member] Debt Instrument Debt Instrument [Axis] Debt Instrument, Name Debt Instrument Name [Domain] Notes two thousand thirteen exchange to notes two thousand fifteen. Notes 2013 Exchanged To Notes 2015 [Member] Notes Two Thousand Thirteen Exchange To Notes Two Thousand Fifteen [Member] Notes 2015. Notes 2015 [Member] Notes2015 [Member] Two thousand and fifteen warrant. 2015 Warrants [Member] Two Thousand And Fifteen Warrant [Member] Two thousand and thirteen warrants. 2013 Warrants [Member] Two Thousand And Thirteen Warrants [Member] Paycheck protection program. Paycheck Protection Program [Member] Paycheck Protection Program [Member] Promissory notes with Bank of America [Member] Notes Payable To Banks [Member] Unusual Risk or Uncertainty, Nature Unusual Risk Or Uncertainty By Nature [Axis] Unusual Risk or Uncertainty, Nature Unusual Risk Or Uncertainty Nature [Domain] COVID 19. COVID 19 [Member] C O V I D19 [Member] Principal amount of outstanding debt Debt instrument, face amount Debt Instrument Face Amount Warrants issued Class Of Warrant Or Right Number Of Securities Called By Warrants Or Rights Class of warrant or right, exercise price of warrants or rights Class Of Warrant Or Right Exercise Price Of Warrants Or Rights1 Debt instrument, debt default provisions, face amount. Debt instrument, interest rate, stated percentage Debt Instrument Interest Rate Stated Percentage Debt instrument, debt default provisions face amount Debt Instrument Debt Default Provisions Face Amount Debt discount amortization period. Price per share premium to average closing price percentage. Debt instrument, maturity date Debt Instrument Maturity Date Remaining debt payment Warrants exercise period date Class Of Warrant Or Righst Date From Which Warrants Or Rights Exercisable Debt discount amortization period Debt Discount Amortization Period Warrants outstanding, Term Warrants And Rights Outstanding Term Premium over warrants exercise price Price Per Share Premium To Average Closing Price Percentage Loss on other expense Aggregate loan proceeds Proceeds From Loans Liability related to sale of future royalties and milestones including unamortized transaction costs. Proceeds from royalties and milestones sold. Non-cash royalty and milestone revenue recognized. Non-cash interest expense related to sale of future royalties. Liability related to sale of future royalties, unamortized transaction costs. Liability related to sale of future royalties and milestones net. Reporting period axis. Reporting Period Reporting Period [Axis] Period from inception. Period from Inception [Member] Period From Inception [Member] Liability related to sale of future royalties and milestones - beginning balance Liability Related To Sale Of Future Royalties And Milestones Including Unamortized Transaction Costs Proceeds from sale of future royalties and milestones Proceeds From Royalties And Milestones Sold Non-cash royalty and milestone revenue Non Cash Royalty And Milestone Revenue Recognized Non-cash interest expense recognized Non Cash Interest Expense Related To Sale Of Future Royalties Liability related to sale of future royalties and milestones - ending balance Less: unamortized transaction costs Liability Related To Sale Of Future Royalties Unamortized Transaction Costs Liability related to sale of future royalties and milestones, net Liability Related To Sale Of Future Royalties And Milestones Net Percentage of purchase of worldwide rights to receive royalties. Proceeds from royalties sold. Reimbursed for transaction costs of royalty agreements. Transaction costs incurred for royalty agreements. Liability related to sale of future royalties and milestones. Liability related to sale of future royalties and milestones. Liability Related To Sale Of Future Royalties And Milestones [Table] Liability Related To Sale Of Future Royalties And Milestones [Table] HCR. HCR [Member] H C R [Member] Prior to two thousand twenty four. Prior to 2024 [Member] Prior To Two Thousand Twenty Four [Member] Prior to two thousand twenty six. Prior to 2026 [Member] Prior To Two Thousand Twenty Six [Member] Two thousand twenty one. 2021 [Member] Two Thousand Twenty One [Member] Two thousand nineteen. 2019 [Member] Two Thousand Nineteen [Member] Two thousand twenty. 2020 [Member] Two Thousand Twenty [Member] Incyte Corporation and Merck Sharpe & Dohme. Incyte Corporation and Merck Sharpe & Dohme [Member] Incyte Corporation And Merck Sharpe And Dohme [Member] Liability Related To Sale Of Future Royalties And Milestones [Line Items] Liability Related To Sale Of Future Royalties And Milestones [Line Items] Percentage of purchase of worldwide rights to receive royalties Percentage Of Purchase Of Worldwide Rights To Receive Royalties Gross proceeds received for royalty rights Proceeds From Royalties Sold Reimbursed HCR for transaction costs Reimbursed For Transaction Costs Of Royalty Agreements Transaction costs incurred Transaction Costs Incurred For Royalty Agreements Non-cash interest expense Effective annual interest rate over life of royalty purchase agreement. Prospective effective annual interest rate over life of royalty purchase agreement. Effective annual interest rate Effective Annual Interest Rate Over Life Of Royalty Purchase Agreement Prospective effective annual interest rate Prospective Effective Annual Interest Rate Over Life Of Royalty Purchase Agreement Sales milestones target. Potential milestone payments. Potential milestone payments receivable Sales milestones target Sales Milestones Target Potential milestone payments Potential Milestone Payments Payables upon sales milestones achievement. Payables upon not achieving sales milestones Payables Upon Sales Milestones Achievement Proceeds from sale of royalty and milestone rights. Percentage of future milestones retained on net sales of products. Percentage of future royalties retained on net sales of products. Liability related to sale of future royalties and milestones. Proceeds from royalties and milestones payment Proceeds From Sale Of Royalty And Milestone Rights Percentage of future milestones retained Percentage Of Future Milestones Retained On Net Sales Of Products Percentage of future royalties retained Percentage Of Future Royalties Retained On Net Sales Of Products Liability related to sale of future royalties and milestones Liability Related To Sale Of Future Royalties And Milestones Non-cash milestone revenue recognized. Increase (Decrease) in liability related to sale of future royalties and milestones. Sales milestone target achieved. Sales milestone target achieved Sales Milestone Target Achieved Non-cash milestone revenue recognized Non Cash Milestone Revenue Recognized Increase (decrease) in liability related to sale of future royalties and milestones Increase Decrease In Liability Related To Sale Of Future Royalties And Milestones Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Table] Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Table] Other Contingent Member. Other Contingent Other Contingent [Member] Shares exchange agreement. Shares Exchange Agreement Shares Exchange Agreement [Member] Contingent Milestone 2. Contingent Milestones Two Contingent Milestones Two [Member] Contingent milestone 3. Contingent Milestones Three Contingent Milestones Three [Member] Fair Value Hierarchy and NAV Fair Value By Fair Value Hierarchy Level [Axis] Fair Value Hierarchy and NAV Fair Value Measurements Fair Value Hierarchy [Domain] Level 2 [Member] Fair Value Inputs Level2 [Member] Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] Contingent purchase price consideration Contingent Consideration Liability Fair Value Disclosure Significant unobservable inputs weighted based milestones period Significant unobservable inputs credit spread Fair Value By Balance Sheet Grouping [Table] Fair Value By Balance Sheet Grouping [Table] Weighted Average [Member] Weighted Average [Member] Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] Period of time to achieve milestones (in years) Significant Unobservable Inputs Weighted Based Milestones Period Credit spread Significant Unobservable Inputs Credit Spread Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] Fair Value Inputs Level1 [Member] Significant Other Observable Inputs (Level 2) [Member] Significant Unobservable Inputs (Level 3) [Member] Fair Value Inputs Level3 [Member] Contingent purchase price consideration, Fair Value Disclosure Total Nonfinancial Liabilities Fair Value Disclosure Fair value measurement with unobservable inputs reconciliation recurring basis liability contingent milestones. Liability Class Fair Value By Liability Class [Axis] Fair Value by Liability Class Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation By Liability Class [Domain] Contingent purchase price. Contingent purchase price [Member] Contingent Purchase Price [Member] Balance, beginning of period Fair Value Measurement With Unobservable Inputs Reconciliations Recurring Basis Liability Value Change in fair value of consideration during the period Fair Value Measurement With Unobservable Inputs Reconciliation Recurring Basis Liability Period Increase Decrease Achievement of 4-AB contingent milestones Fair Value Measurement With Unobservable Inputs Reconciliation Recurring Basis Liability Contingent Milestone Balance, end of period Debt Instrument, Fair Value Disclosure Debt Instrument Fair Value Fair value of transfers into or out of Levels 1 and 2 Fair Value Assets Level1 To Level2 Transfers Amount Defined Contribution Plan, Employer Discretionary Contribution Amount Defined Contribution Plan Employer Discretionary Contribution Amount Expensed plan contributions Defined Contribution Plan Cost Recognized Schedule Of Revenues From External Customers And Long Lived Assets [Table] Schedule Of Revenues From External Customers And Long Lived Assets [Table] Rest of world member. Rest Of World [Member] Rest Of World [Member] Revenues From External Customers And Long Lived Assets [Line Items] Revenues From External Customers And Long Lived Assets [Line Items] Long-Lived Assets Noncurrent Assets EX-101.PRE 16 agen-20211231_pre.xml XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE XML 17 R1.htm IDEA: XBRL DOCUMENT v3.22.0.1
Document and Entity Information - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Jan. 31, 2022
Jun. 30, 2021
Cover [Abstract]      
Document Type 10-K    
Amendment Flag false    
Document Period End Date Dec. 31, 2021    
Document Fiscal Period Focus FY    
Document Fiscal Year Focus 2021    
Entity Registrant Name AGENUS INC    
Entity Central Index Key 0001098972    
Trading Symbol AGEN    
Current Fiscal Year End Date --12-31    
Entity Filer Category Large Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
Entity Shell Company false    
Entity Current Reporting Status Yes    
Entity Well-known Seasoned Issuer Yes    
Entity Common Stock, Shares Outstanding   257,153,860  
Entity Public Float     $ 1,230
Entity Voluntary Filers No    
Entity Interactive Data Current Yes    
Title of 12(b) Security Common Stock, $.01 Par Value    
Security Exchange Name NASDAQ    
Entity File Number 000-29089    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 06-1562417    
Entity Address, Address Line One 3 Forbes Road    
Entity Address, City or Town Lexington    
Entity Address, State or Province MA    
Entity Address, Postal Zip Code 02421    
City Area Code 781    
Local Phone Number 674-4400    
Document Annual Report true    
Document Transition Report false    
Documents Incorporated by Reference [Text Block] Portions of the Registrant’s Definitive Proxy Statement relating to the 2022 Annual Meeting of Stockholders, which the registrant intends to file with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after the end of the registrant’s fiscal year ended December 31, 2021, are incorporated by reference into Part III of this Report.    
ICFR Auditor Attestation Flag true    
Auditor Name KPMG LLP    
Auditor Location Boston, Massachusetts    
Auditor Firm ID 185    
XML 18 R2.htm IDEA: XBRL DOCUMENT v3.22.0.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
ASSETS    
Cash and cash equivalents $ 291,931 $ 99,871
Short-term investments 14,992  
Accounts Receivable 1,518 1,157
Prepaid expenses 20,362 10,746
Other current assets 3,171 2,009
Total current assets 331,974 113,783
Property, plant and equipment, net of accumulated amortization and depreciation of $50,539 and $47,201 at December 31, 2021 and 2020, respectively 60,029 26,790
Operating lease right-of-use assets 31,054 33,480
Goodwill 24,876 25,452
Acquired intangible assets, net of accumulated amortization of $13,955 and $11,841 at December 31, 2021 and 2020, respectively 8,488 10,886
Other long-term assets 9,537 4,123
Total assets 465,958 214,514
LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT)    
Current portion, long-term debt 728 833
Current portion, liability related to sale of future royalties and milestones 62,040 57,362
Current portion, deferred revenue 12,425 17,186
Current portion, operating lease liabilities 2,627 1,950
Accounts payable 30,486 17,015
Accrued liabilities 42,091 29,057
Other current liabilities 6,546 6,481
Total current liabilities 156,943 129,884
Long-term debt, net of current portion 12,823 18,879
Liability related to sale of future royalties and milestones, net of current portion 191,708 176,263
Deferred revenue, net of current portion 11,200 28,282
Operating lease liabilities, net of current portion 42,109 34,065
Contingent purchase price consideration 1,689 10,208
Other long-term liabilities 1,577 1,514
Commitments and contingencies (Note 21)
STOCKHOLDERS’ EQUITY (DEFICIT)    
Common stock, par value $0.01 per share; 400,000,000 shares authorized; 256,897,910 shares and 196,090,980 shares issued at December 31, 2021 and 2020, respectively 2,569 1,961
Additional paid-in capital 1,520,212 1,257,502
Accumulated other comprehensive income 1,492 2,772
Accumulated deficit (1,489,833) (1,465,907)
Total stockholders’ equity (deficit) attributable to Agenus Inc. 34,440 (203,672)
Non-controlling interest 13,469 (7,826)
Total stockholders’ equity (deficit) 47,909 (211,498)
Total liabilities, convertible preferred stock and stockholders’ equity (deficit) 465,958 214,514
Series C-1 Convertible Preferred Stock [Member]    
CONVERTIBLE PREFERRED STOCK    
Series C-1 convertible preferred stock; no and 12,459 shares designated, issued, and outstanding at December 31, 2021 and 2020, respectively   26,917
Series A-1 convertible preferred stock [Member]    
STOCKHOLDERS’ EQUITY (DEFICIT)    
Series A-1 convertible preferred stock; 31,620 shares designated, issued, and outstanding at December 31, 2021 and 2020; liquidation value of $33,460 and $33,250 at December 31, 2021, and 2020, respectively $ 0 $ 0
XML 19 R3.htm IDEA: XBRL DOCUMENT v3.22.0.1
Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Property plant and equipment, accumulated amortization and depreciation $ 50,539 $ 47,201
Acquired intangible assets, accumulated amortization $ 13,955 $ 11,841
Preferred stock, par value $ 0.01 $ 0.01
Preferred stock, shares authorized 5,000,000 5,000,000
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 400,000,000 400,000,000
Common stock, shares issued 256,897,910 196,090,980
Series C-1 Convertible Preferred Stock [Member]    
Series C-1 convertible preferred stock, shares designated 0 12,459
Series C-1 convertible preferred stock, shares issued 0 12,459
Series C-1 convertible preferred stock, shares outstanding 0 12,459
Series A-1 convertible preferred stock [Member]    
Series A-1 convertible preferred stock, shares designated 31,620 31,620
Series A-1 convertible preferred stock, shares issued 31,620 31,620
Series A-1 convertible preferred stock, shares outstanding 31,620 31,620
Series A-1 convertible preferred stock, liquidation value $ 33,460 $ 33,250
XML 20 R4.htm IDEA: XBRL DOCUMENT v3.22.0.1
Consolidated Statements of Operations and Comprehensive Loss - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Revenue:      
Total revenues $ 295,665 $ 88,170 $ 150,048
Operating expenses:      
Cost of service revenue (3,470) (2,349)  
Research and development (178,608) (142,617) (168,339)
General and administrative (76,359) (59,218) (46,041)
Contingent purchase price consideration fair value adjustment (11,481) (1,221) (5,805)
Operating income (loss) 25,747 (117,235) (70,137)
Other income (expense):      
Gain on extinguishment of debt 6,197    
Loss on modification of debt   (2,720)  
Non-operating income (expense) 5,051 (1,858) 28
Interest expense, net (65,719) (61,078) (41,451)
Net loss (28,724) (182,891) (111,560)
Dividends on Series A-1 convertible preferred stock (211) (209) (208)
Less: net loss attributable to non-controlling interest (4,798) (1,977) (3,903)
Net loss attributable to Agenus Inc. common stockholders $ (24,137) $ (181,123) $ (107,865)
Per common share data:      
Basic and diluted net loss attributable to Agenus Inc. common stockholders $ (0.11) $ (1.05) $ (0.80)
Weighted average number of Agenus Inc. common shares outstanding:      
Basic and diluted 228,919 172,504 134,982
Other comprehensive income (loss):      
Foreign currency translation gain (loss) $ (1,280) $ 4,096 $ 215
Other comprehensive income (loss) (1,280) 4,096 215
Comprehensive loss (25,417) (177,027) (107,650)
Service revenue [Member]      
Revenue:      
Total revenues 6,704 4,619  
Royalty sales milestone [Member]      
Revenue:      
Total revenues     15,100
Other Revenues [Member]      
Revenue:      
Total revenues 184 91 4,679
Research and Development [Member]      
Revenue:      
Total revenues 244,422 35,915 99,845
Non Cash Royalty Revenue Related To The Sale Of Future Royalties And Milestone [Member]      
Revenue:      
Total revenues $ 44,355 $ 47,545 $ 30,424
XML 21 R5.htm IDEA: XBRL DOCUMENT v3.22.0.1
Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($)
$ in Thousands
Total
Revision Of Prior Period Accounting Standards Update Adjustment [Member]
Common Stock [Member]
Additional Paid-in Capital [Member]
Treasury Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Member]
Non-controlling Interest [Member]
Accumulated Deficit [Member]
Accumulated Deficit [Member]
Revision Of Prior Period Accounting Standards Update Adjustment [Member]
Series C-1 Convertible Preferred Stock [Member]
Series A-1 convertible preferred stock [Member]
Preferred Stock [Member]
Stockholders' Equity, Beginning Balance at Dec. 31, 2018 $ (174,545)   $ 1,200 $ 1,005,183   $ (1,539) $ (2,078) $ (1,177,311)     $ 0
Temporary Equity, shares at Dec. 31, 2018                   18,000  
Temporary Equity, Beginning Balance at Dec. 31, 2018                   $ 39,879  
Balance, shares at Dec. 31, 2018     119,997,000               32,000
Net loss (111,560)           (3,903) (107,657)      
Other comprehensive income (loss) 215         215          
Share-based compensation 9,892     9,892              
Vesting of nonvested shares, value     $ 1 (1)              
Vesting of nonvested shares, shares     130,000                
Shares sold under Stock Purchase Agreement, values 30,000   $ 111 29,889              
Shares sold under Stock Purchase Agreement, shares     11,111                
Conversion of Series C-1 convertible preferred stock 12,962   $ 60 12,902           $ (12,962)  
Conversion of Series C-1 convertible preferred stock, shares     6,000             (6)  
Issuance of shares for services 81     81              
Issuance of shares for services, shares     29                
Exercise of stock options and employee share purchases, value 1,643   $ 6 1,637              
Exercise of stock options and employee share purchases, shares     552,000                
Stockholders' Equity, Ending Balance at Dec. 31, 2019 (231,337)   $ 1,378 1,059,583   (1,324) (5,981) (1,284,993)     $ 0
Temporary Equity, shares at Dec. 31, 2019                   12,000  
Temporary Equity, Ending Balance at Dec. 31, 2019                   $ 26,917  
Balance, shares at Dec. 31, 2019     137,819,000               32,000
Accumulated deficit | ASC 842 [Member]   $ (25)             $ (25)    
Net loss (182,891)           (1,977) (180,914)      
Other comprehensive income (loss) 4,096         4,096          
Share-based compensation 10,121     10,121              
Vesting of nonvested shares, value     $ 2 (2)              
Vesting of nonvested shares, shares     166,000                
Shares sold at the market, value 156,421   $ 509 155,912              
Shares sold at the market, shares     50,947                
Shares sold under Stock Purchase Agreement, values 20,000   $ 50 19,950              
Shares sold under Stock Purchase Agreement, shares     4,963,000                
Issuance of shares for services 908   $ 2 906              
Issuance of shares for services, shares     208                
Issuance of subsidiary shares to noncontrolling interest 2,374     2,242     132        
Amendment of 2015 warrants and issuance of 2020 warrants 3,145     3,145              
Payment of CEO payroll in shares 296   $ 1 295              
Payment of CEO payroll In shares, shares     86                
Exercise of stock options and employee share purchases, value 4,469   $ 15 4,454              
Exercise of stock options and employee share purchases, shares     1,499,000                
Stockholders' Equity, Ending Balance at Dec. 31, 2020 (211,498)   $ 1,961 1,257,502   2,772 (7,826) (1,465,907)     $ 0
Temporary Equity, shares at Dec. 31, 2020                   12,459  
Temporary Equity, Ending Balance at Dec. 31, 2020                   $ 26,917  
Balance, shares at Dec. 31, 2020     196,093,000               32,000
Issuance of shares for business acquisition 900   $ 4 896              
Issuance of shares for business acquisition, shares     405                
Accumulated deficit (1,465,907)                    
Net loss (28,724)           (4,798) (23,926)      
Other comprehensive income (loss) (1,280)         (1,280)          
Share-based compensation 19,134     17,514     1,620        
Vesting of nonvested shares, value     $ 2 (2)              
Vesting of nonvested shares, shares     246,000                
Shares sold at the market, value 197,648   $ 442 197,206              
Shares sold at the market, shares     44,234,000                
Conversion of Series C-1 convertible preferred stock 26,917   $ 125 26,792           $ (26,917)  
Conversion of Series C-1 convertible preferred stock, shares     12,459             (12)  
Issuance of shares for services 216   $ 1 215              
Issuance of shares for services, shares     47                
Issuance of subsidiary shares to noncontrolling interest 10,000     6,757     3,243        
Sale of subsidiary shares in an initial public offering 22,997     1,767     21,230        
Payment of CEO payroll in shares 171   $ 1 170              
Payment of CEO payroll In shares, shares     46,000                
Issuance of warrants 70     70              
Issuance of shares for employee bonus 1,478   $ 16 3,116 $ (1,654)            
Issuance of shares for employee bonus, Shares     1,580   (550)            
Retirement of treasury shares 1,648   $ (6)   $ 1,654            
Retirement of treasury shares, share     (550)   550            
Exercise of stock options and employee share purchases, value 9,132   $ 27 9,105              
Exercise of stock options and employee share purchases, shares     2,744,000                
Stockholders' Equity, Ending Balance at Dec. 31, 2021 47,909   $ 2,569 $ 1,520,212   $ 1,492 $ 13,469 $ (1,489,833)     $ 0
Temporary Equity, shares at Dec. 31, 2021                   0  
Balance, shares at Dec. 31, 2021     256,899,000               32,000
Accumulated deficit $ (1,489,833)                    
XML 22 R6.htm IDEA: XBRL DOCUMENT v3.22.0.1
Consolidated Statements of Cash Flows (Parenthetical)
Dec. 31, 2021
$ / shares
Supplemental disclosures - non-cash activities:  
Preferred stock, par value $ 0.01
Common stock, par value 0.01
Payment for services [Member]  
Supplemental disclosures - non-cash activities:  
Common stock, par value 0.01
Employee bonus [Member]  
Supplemental disclosures - non-cash activities:  
Common stock, par value 0.01
Business Acquisition [Member]  
Supplemental disclosures - non-cash activities:  
Common stock, par value $ 0.01
XML 23 R7.htm IDEA: XBRL DOCUMENT v3.22.0.1
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Cash flows from operating activities:      
Net loss $ (28,724) $ (182,891) $ (111,560)
Adjustments to reconcile net loss to net cash used in operating activities:      
Depreciation and amortization 6,788 7,179 6,662
Share-based compensation 19,577 10,417 9,892
Non-cash royalty and milestone revenue (44,355) (47,545) (30,424)
Non-cash interest expense 64,619 60,029 42,201
Donation of assets   622  
(Gain) loss on sale or disposal of assets (3,301) 198 58
Change in fair value of contingent obligations 11,481 1,221 5,805
Loss on modification of debt   2,720  
Gain on extinguishment of debt (6,197)    
Changes in operating assets and liabilities:      
Accounts receivable (394) 16,187 (15,355)
Inventories     55
Prepaid expenses (5,129) (187) 11,792
Accounts payable 10,824 2,767 (234)
Deferred revenue (21,832) (11,464) 53,900
Accrued liabilities and other current liabilities (1,062) 3,826 7,097
Other operating assets and liabilities 7,850 (2,175) 1,429
Net cash provided by (used in) operating activities 10,145 (139,096) (18,682)
Cash flows from investing activities:      
Proceeds from sale of property, plant and equipment 5,656    
Purchases of property, plant and equipment (33,814) (3,466) (4,657)
Purchases of available-for-sale securities (14,992)    
Cash paid for business acquisition, net   (975)  
Net cash used in investing activities (43,150) (4,441) (4,657)
Cash flows from financing activities:      
Net proceeds from sale of equity 197,648 176,421 30,000
Net proceeds from sale of subsidiary shares in an initial public offering 22,997    
Proceeds from employee stock purchases and option exercises 9,132 4,469 1,643
Purchase of treasury shares to satisfy tax withholdings (1,654)    
Proceeds from issuance of long-term debt   6,197  
Payment of contingent purchase price consideration (1,542)    
Repayments of debt (462) (1,462)  
Payment of finance lease obligation (855) (1,770) (320)
Net cash provided by financing activities 225,264 183,855 31,323
Effect of exchange rate changes on cash (164) 379 770
Net increase in cash, cash equivalents and restricted cash 192,095 40,697 8,754
Cash, cash equivalents and restricted cash, beginning of period 102,505 61,808 53,054
Cash, cash equivalents and restricted cash, end of period 294,600 102,505 61,808
Supplemental cash flow information:      
Cash paid for interest 1,152 1,176 1,224
Supplemental disclosures - non-cash activities:      
Purchases of plant and equipment in accounts payable and accrued liabilities 5,363 289 1,242
Insurance financing agreements 1,630    
Contingent purchase price consideration in connection with business acquisition   144  
Issuance of subsidiary shares to noncontrolling interest 10,000 2,374  
Lease right-of-use assets obtained in exchange for new operating lease liabilities 1,649 28,184 3,017
Lease right-of-use assets obtained in exchange for new finance lease liabilities 762 2,434  
Business Acquisition Related [Member]      
Supplemental disclosures - non-cash activities:      
Issuance of common stock   900  
Employee bonus [Member]      
Supplemental disclosures - non-cash activities:      
Issuance of common stock 3,126    
Payment for services [Member]      
Supplemental disclosures - non-cash activities:      
Issuance of common stock 216 $ 908 81
Series C-1 Convertible Preferred Stock [Member]      
Supplemental disclosures - non-cash activities:      
Conversion of series C-1 convertible preferred stock to common stock, $0.01 par value $ 26,917   $ 12,962
XML 24 R8.htm IDEA: XBRL DOCUMENT v3.22.0.1
Description of Business
12 Months Ended
Dec. 31, 2021
Description Of Business [Abstract]  
Description of Business

(1) Description of Business

Agenus Inc. (including its subsidiaries, collectively referred to as “Agenus,” the “Company,” “we,” “us,” and “our”) is a clinical-stage immuno-oncology (“I-O”) company advancing an extensive pipeline of immune checkpoint antibodies, adoptive cell therapies and neoantigen vaccines, to fight cancer and infections. Our business is designed to drive success in I-O through speed, innovation and effective combination therapies. We believe that combination therapies and a deep understanding of each patient’s cancer will drive substantial expansion of the patient population benefiting from current I-O therapies. In addition to a diverse pipeline, we have assembled fully integrated end-to-end capabilities including novel target discovery, antibody generation, cell line development and current good manufacturing practice manufacturing. We believe that these fully integrated capabilities enable us to produce novel candidates on timelines that are shorter than the industry standard. Leveraging our science and capabilities, we have forged important partnerships to advance our innovation.  

We are developing a comprehensive I-O portfolio driven by the following platforms and programs, which we intend to utilize individually and in combination:

 

our multiple antibody discovery platforms, including our proprietary display technologies, designed to drive the discovery of future CPM antibody candidates;

 

our antibody candidate programs, including our CPM programs;

 

our saponin-based vaccine adjuvant platform under our subsidiary, SaponiQx, Inc. (“SaponiQx”), principally including our QS-21 Stimulon™ adjuvant  (“QS-21 Stimulon”); and

 

our subsidiary, MiNK Therapeutics, Inc. (“MiNK Therapeutics”), which has a pipeline of novel allogeneic invariant natural killer T cell (“iNKT”) therapies to treat cancer and other immune-mediated diseases.

Our business activities include product research and development, intellectual property prosecution, manufacturing, regulatory and clinical affairs, corporate finance and development activities, and support of our collaborations. Our product candidates require clinical trials and approvals from regulatory agencies, as well as acceptance in the marketplace. Part of our strategy is to develop and commercialize some of our product candidates by continuing our existing arrangements with academic and corporate collaborators and licensees and by entering into new collaborations.

Our cash, cash equivalents and short-term investments at December 31, 2021 were $306.9 million, an increase of $207.1 million from December 31, 2020. 

 

We have incurred significant losses since our inception. As of December 31, 2021, we had an accumulated deficit of $1.49 billion.

During the past five years, we have successfully financed our operations through income and revenues generated from corporate partnerships, advance royalty sales and issuance of equity. Based on our current plans and projections, we believe our year end cash resources of $306.9 million at December 31, 2021, will be sufficient to satisfy our liquidity requirements for more than one year from when these financial statements were issued.

Management continues to address the Company’s liquidity position and has the flexibility to adjust spending as needed in order to preserve liquidity. In March 2020, in response to the COVID-19 pandemic, we streamlined our organization, which included a headcount reduction, and our CEO, Dr. Garo Armen, elected to receive his base salary in stock rather than cash through the end of 2020 and the first half of 2021. We continuously evaluate the likelihood of success of our programs. As such, our decisions to continue to fund or eliminate funding of each of our programs are predicated on these determinations, on an ongoing basis. We are prepared to discontinue funding of any activities that do not impact our core priorities if they do not prove to be feasible, and to restrict capital expenditures and/or reduce the scale of our operations. We expect our potential sources of funding to include: (1) collaborations, out-licensing and/or partnering opportunities for our portfolio programs and product candidates with multiple parties, (2) milestone payments from our existing partnerships, (3) consummating additional third-party agreements, (4) selling assets, (5) securing project financing and/or (6) selling equity securities.

Research and development program costs include compensation and other direct costs plus an allocation of indirect costs, based on certain assumptions, and our review of the status of each program. Our product candidates are in various stages of development and significant additional expenditures will be required if we start new trials, encounter delays in our programs, apply for regulatory approvals, continue development of our technologies, expand our operations, and/or bring our product candidates to market. The eventual total cost of each clinical trial is dependent on a number of factors such as trial design, length of the trial, number of clinical

sites, and number of patients. The process of obtaining and maintaining regulatory approvals for new therapeutic products is lengthy, expensive, and uncertain. Because many of our antibody and neoantigen vaccine programs are early stage, and because any further development of HSP-based vaccines is dependent on clinical trial results, among other factors, we are unable to reliably estimate the cost of completing our research and development programs or the timing for bringing such programs to various markets or substantial partnering or out-licensing arrangements, and, therefore, when, if ever, material cash inflows are likely to commence. We will continue to adjust our spending as needed in order to preserve liquidity.

XML 25 R9.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies
12 Months Ended
Dec. 31, 2021
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

(2) Summary of Significant Accounting Policies

(a) Basis of Presentation and Principles of Consolidation

The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles and include the accounts of Agenus and our subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. Non-controlling interest in the consolidated financial statements represents the portion of two of our subsidiaries not 100% owned by Agenus. Refer to Note 12 for additional detail.

(b) Segment Information

We are managed and currently operate as two segments. However, we have concluded that our two operating segments meet all three criteria required by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 280, Segment Reporting to be aggregated into one reportable segment. The aggregation of our two operating segments into one reportable segment is consistent with the objectives and basic principles of ASC 280. Our two operating segments have similar economic characteristics and are both similar with respect to the five qualitative characteristics specified in ASC 280. Accordingly, we do not have separately reportable segments as defined by ASC 280.

(c) Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. We base those estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances. Actual results could differ from those estimates.

(d) Cash and Cash Equivalents

We consider all highly liquid investments purchased with maturities at acquisition of three months or less to be cash equivalents. Cash equivalents consist primarily of money market funds and U.S. Treasury Bills.

(e) Concentrations of Credit Risk

Financial instruments that potentially subject us to concentrations of credit risk are primarily cash equivalents, investments, and accounts receivable. We invest our cash, cash equivalents and short-term investments in accordance with our investment policy, which specifies high credit quality standards and limits the amount of credit exposure from any single issue, issuer, or type of investment. We carry balances in excess of federally insured levels; however, we have not experienced any losses to date from this practice.

(f) Accounts Receivable

Accounts receivable are amounts due from our collaboration partners and customers as a result of research and development and other services provided, as well as milestones achieved. We considered the need for an allowance for doubtful accounts and have concluded that no allowance was needed as of December 31, 2021 and 2020, as the estimated risk of loss on our accounts receivable was determined to be minimal.

(g) Property, Plant and Equipment

Property, plant and equipment, including software developed for internal use, are carried at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Amortization of leasehold improvements is computed over the shorter of the lease term or estimated useful life of the asset. Additions and improvements are capitalized, while repairs and maintenance are charged to expense as incurred. Amortization and depreciation of plant and equipment was $4.6 million, $5.1 million, and $4.8 million, for the years ended December 31, 2021, 2020, and 2019, respectively.

(h) Fair Value of Financial Instruments

The estimated fair values of all our financial instruments approximate their carrying amounts in the consolidated balance sheets. The fair value of our outstanding debt is based on a present value methodology. The outstanding principal amount of our debt, including the current portion, was $13.8 million and $20.0 million at December 31, 2021 and 2020, respectively.

(i) Revenue Recognition

We account for revenue in accordance with ASC 606, Revenue from Contracts with Customers (“ASC 606”).

For the years ended December 31, 2021, 2020 and 2019, 74%, 16% and 60%, respectively, of our revenue was earned from one collaboration partner.

In accordance with ASC 606, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration to which we expect to be entitled to receive in exchange for these goods and services. To achieve this core principle, we apply the following five steps:

1) Identify the contract with the customer

A contract with a customer exists when (i) the Company enters into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the related payment terms, (ii) the contract has commercial substance, and (iii) the Company determines that collection of substantially all consideration for goods and services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. The Company applies judgment in determining the customer’s intent and ability to pay, which is based on a variety of factors including the customer’s historical payment experience, or in the case of a new customer, published credit and financial information pertaining to the customer.

2) Identify the performance obligations in the contract

Performance obligations promised in a contract are identified based on the goods and services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the good or service either on its own or together with other available resources, and are distinct in the context of the contract, whereby the transfer of the good or service is separately identifiable from other promises in the contract. To the extent a contract includes multiple promised goods and services, the Company must apply judgment to determine whether promised goods and services are capable of being distinct and are distinct in the context of the contract. If these criteria are not met, the promised goods and services are accounted for as a combined performance obligation.

3) Determine the transaction price

The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring goods and services to the customer. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Any estimates, including the effect of the constraint on variable consideration, are evaluated at each reporting period for any changes. Determining the transaction price requires significant judgment, which is discussed in further detail for each of the Company’s contracts with customers in Note 15.

4) Allocate the transaction price to performance obligations in the contract

If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance

obligation on a relative stand-alone selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct service that forms part of a single performance obligation. The consideration to be received is allocated among the separate performance obligations based on relative stand-alone selling prices. Determining the amount of the transaction price to allocate to each separate performance obligation requires significant judgement, which is discussed in further detail for each of the Company’s contracts with customers in Note 15.

5) Recognize revenue when or as the Company satisfies a performance obligation

The Company satisfies performance obligations either over time or at a point in time. Revenue is recognized over time if either 1) the customer simultaneously receives and consumes the benefits provided by the entity’s performance, 2) the entity’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced, or 3) the entity’s performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date. If the entity does not satisfy a performance obligation over time, the related performance obligation is satisfied at a point in time by transferring the control of a promised good or service to a customer. Examples of control are using the asset to produce goods or services, enhance the value of other assets, settle liabilities, and holding or selling the asset. ASC 606 requires the Company to select a single revenue recognition method for the performance obligation that faithfully depicts the Company’s performance in transferring control of the goods and services. The guidance allows entities to choose between two methods to measure progress toward complete satisfaction of a performance obligation:

 

1.

Output methods - recognize revenue on the basis of direct measurements of the value to the customer of the goods or services transferred to date relative to the remaining goods or services promised under the contract (e.g. surveys of performance completed to date, appraisals of results achieved, milestones reached, time elapsed, and units of produced or units delivered); and

 

 

2.

Input methods - recognize revenue on the basis of the entity’s efforts or inputs to the satisfaction of a performance obligation (e.g., resources consumed, labor hours expended, costs incurred, or time elapsed) relative to the total expected inputs to the satisfaction of that performance obligation.

Licenses of intellectual property: If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenue from non-refundable, up-front fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition.

Milestone payments: At the inception of each arrangement that includes development, regulatory or commercial milestone payments, the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price. ASC 606 suggests two alternatives to use when estimating the amount of variable consideration: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. Whichever method is used, it should be consistently applied throughout the life of the contract; however, it is not necessary for the Company to use the same approach for all contracts. The Company uses the most likely amount method for development and regulatory milestone payments. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis. The Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability or achievement of each such milestone and any related constraint, and if necessary, adjusts its estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment.

Royalties: For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied).

Up-front Fees: Depending on the nature of the agreement, up-front payments and fees may be recorded as deferred revenue upon receipt or when due and may require deferral of revenue recognition to a future period until the Company performs its obligations under these arrangements. Amounts payable to the Company are recorded as accounts receivable when the Company’s right to consideration is unconditional. The Company does not assess whether a contract has a significant financing component if the

expectation at contract inception is such that the period between payment by the customer and the transfer of the promised goods or services to the customer will be one year or less.

(j) Foreign Currency Transactions

Gains and losses from our foreign currency-based accounts and transactions, such as those resulting from the translation and settlement of receivables and payables denominated in foreign currencies, are included in the consolidated statements of operations within other income (expense). We do not currently use derivative financial instruments to manage the risks associated with foreign currency fluctuations. We recorded a foreign currency gain of $1.0 million for the year ended December 31, 2021, a foreign currency loss of $3.1 million for the year ended December 31, 2020, and a foreign currency gain of $0.1 million for the year ended December 31, 2019.

(k) Research and Development

Research and development expenses include the costs associated with our internal research and development activities, including salaries and benefits, share-based compensation, occupancy costs, clinical manufacturing costs, related administrative costs, and research and development conducted for us by outside advisors, such as sponsored university-based research partners and clinical study partners. We account for our internally managed clinical study costs by estimating the total cost to treat a patient in each clinical trial and recognizing this cost based on estimates of when the patient receives treatment, beginning when the patient enrolls in the trial. Research and development expenses also include the cost of clinical trial materials shipped to our research partners. Research and development costs are expensed as incurred.

(l) Share-Based Compensation

We account for share-based compensation in accordance with the provisions of ASC 718, Compensation—Stock Compensation. Share-based compensation expense is recognized based on the estimated grant date fair value. Compensation cost is recognized on a straight-line basis over the requisite service period of the award. Forfeitures are recognized as they occur. See Note 13 for a further discussion on share-based compensation.

(m) Income Taxes

Income taxes are accounted for under the asset and liability method with deferred tax assets and liabilities recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and net operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which such items are expected to be reversed or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated statement of operations in the period that includes the enactment date. Deferred tax assets are recognized when they are more likely than not expected to be realized.  

(n) Net Loss Per Share

Basic income and loss per common share are calculated by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our Directors’ Deferred Compensation Plan). Diluted income per common share is calculated by dividing net income attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our Directors’ Deferred Compensation Plan) plus the dilutive effect of outstanding instruments such as warrants, stock options, non-vested shares, convertible preferred stock, and convertible notes. Because we reported a net loss attributable to common stockholders for all periods presented, diluted loss per common share is the same as basic loss per common share, as the effect of utilizing the fully diluted share count would have reduced the net loss per common share. Therefore, the following potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding as of December 31, 2021, 2020, and 2019, as they would be anti-dilutive:

 

 

 

Year Ended

 

 

 

2021

 

 

2020

 

 

2019

 

Warrants

 

 

1,980

 

 

 

1,950

 

 

 

1,400

 

Stock options

 

 

32,764

 

 

 

28,916

 

 

 

27,164

 

Nonvested shares

 

 

1,018

 

 

 

887

 

 

 

2,120

 

Series A-1 convertible preferred stock

 

 

333

 

 

 

333

 

 

 

333

 

Series C-1 convertible preferred stock

 

 

 

 

 

12,459

 

 

 

12,459

 

 

 

(o) Goodwill

Goodwill represents the excess of cost over the fair value of net assets of businesses acquired. Goodwill is not amortized, but instead tested for impairment at least annually. Annually we assess whether there is an indication that goodwill is impaired, or more frequently if events and circumstances indicate that the asset might be impaired during the year. We perform our annual impairment test as of October 31 of each year. The first step of our impairment analysis compares the fair value of our reporting units to their net book value to determine if there is an indicator of impairment. We operate as three reporting units. ASC 350, Intangibles, Goodwill and Other states that if the carrying value of a reporting unit is negative, the second step of the impairment test shall be performed to measure the amount of impairment loss, if any, if qualitative factors indicate that it is more likely than not that a goodwill impairment exists. No goodwill impairment has been recognized for the periods presented.

(p) Long-lived Assets

If required based on certain events and circumstances, recoverability of assets to be held and used, other than goodwill and intangible assets not being amortized, is measured by a comparison of the carrying amount of an asset to the undiscounted future net cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset exceeds its estimated future undiscounted cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. Authoritative guidance requires companies to separately report discontinued operations and extends that reporting to a component of an entity that either has been disposed of (by sale, abandonment, or in a distribution to owners) or is classified as held for sale. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.

(q) Leases

In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases (Topic 842) (“ASC 842”) which supersedes Topic 840, Leases (“ASC 840”). We adopted ASC 842 on January 1, 2019 using the alternative transition method and recorded a cumulative effect adjustment to beginning retained earnings without restating prior periods. We elected the package of practical expedients, which allowed us to carry forward our historical lease classification, our assessment of whether a contract is or contains a lease and our initial direct costs for any leases that existed prior to adoption of the new standard.

At the inception of an agreement, we determine whether the contract contains a lease. If a lease is identified in such arrangement, we recognize a right-of-use asset and liability on our consolidated balance sheet and determine whether the lease should be classified as a finance or operating lease. We have elected not to recognize assets or liabilities for leases with lease terms of 12 months or less.

A lease qualifies as a finance lease if any of the following criteria are met at the inception of the lease: (i) there is a transfer of ownership of the leased asset by the end of the lease term, (ii) we hold an option to purchase the leased asset that we are reasonably certain to exercise, (iii) the lease term is for a major part of the remaining economic life of the leased asset, (iv) the present value of the sum of lease payments equals or exceeds substantially all of the fair value of the leased asset, or (v) the nature of the leased asset is specialized to the point that it is expected to provide the lessor no alternative use at the end of the lease term. All other leases are recorded as operating leases.

Our leases commence when the lessor makes the asset available for our use. Finance and operating lease right-of-use assets and liabilities are recognized at the lease commencement date. Lease liabilities are recognized as the present value of the lease payments over the lease term, net of any future lease incentives to be received, using the discount rate implicit in the lease. If the implicit rate is not readily determinable, as is the case with all our current leases, we utilize our incremental borrowing rate at the lease commencement date. Right-of-use assets are recognized based on the amount of the lease liability, adjusted for any advance lease payments paid, initial direct costs incurred, or lease incentives received prior to commencement. Right-of-use assets are subject to evaluation for impairment or disposal on a basis consistent with other long-lived assets.

Operating lease payments are expensed using the straight-line method as an operating expense over the lease term, unless the right-of-use asset reflects impairment. We will then recognize the amortization of the right-of-use asset on a straight-line basis over the remaining lease term with rent expense still included in operating expense in our consolidated statement of operations.

Finance lease assets are amortized to depreciation expense using the straight-line method over the shorter of the useful life of the related asset or the lease term, unless the lease includes a provision that either (i) results in the transfer of ownership of the underlying asset at the end of the lease term or (ii) includes a purchase option whose exercise is reasonably certain. In either of these instances, the right-of-use asset is amortized over the useful life of the underlying asset. Finance lease payments are bifurcated into (i) a portion that is recorded as imputed interest expense and (ii) a portion that reduces the finance lease liability.

We do not separate lease and non-lease components for any of our current asset classes when determining which lease payments to include in the calculation of its lease assets and liabilities. Variable lease payments are expensed in the period incurred. If a lease includes an option to extend or terminate the lease, we reflect the option in the lease term if it is reasonably certain the option will be exercised. Our right of use assets and lease liabilities generally exclude periods covered by renewal options and include periods covered by early termination options (based on our conclusion that it is not reasonably certain that we will exercise such options).

We account for the sublease of space in our main Lexington, Massachusetts facility from the perspective of a lessor. Our sublease is classified as an operating lease. We record sublease income as a reduction of operating expense.

Operating leases are recorded in “Operating lease right-of-use assets”, “Current portion, operating lease liabilities” and “Operating lease liabilities, net of current portion”, while finance leases are recorded in “Property, plant and equipment, net”, “Other current liabilities” and “Other long-term liabilities” on our consolidated balance sheets.

(r) Recent Accounting Pronouncements

 

Recently Issued and Adopted

In December 2019, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 enhances and simplifies multiple aspects of the income tax accounting guidance in ASC 740. We adopted the standard on January 1, 2021. The adoption did not have a material impact on our consolidated financial statements.

 

Recently Issued, Not Yet Adopted

In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350) that will eliminate the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge. Instead, an impairment charge will be based on the excess of a reporting unit’s carrying amount over its fair value. The guidance is effective for the Company in the first quarter of fiscal 2023. Early adoption is permitted. We do not anticipate the adoption of this guidance to have a material impact on our consolidated financial statements, absent any goodwill impairment.

No other new accounting pronouncement issued or effective during the year ended December 31, 2021 had or is expected to have a material impact on our consolidated financial statements or disclosures.

 

XML 26 R10.htm IDEA: XBRL DOCUMENT v3.22.0.1
Business Acquisitions
12 Months Ended
Dec. 31, 2021
Business Combinations [Abstract]  
Business Acquisitions

(3) Business Acquisitions

 

4-Antibody

On January 10, 2014, we entered into a Share Exchange Agreement (the “Share Exchange Agreement”) providing for our acquisition of all of the outstanding capital stock of Agenus Switzerland Inc. (formerly known as 4-Antibody AG) (“4-AB”), from the shareholders of 4-AB (the “4-AB Shareholders”). Contingent milestone payments of up to $40.0 million (the “contingent purchase price consideration”), payable in cash or shares of our common stock at our option, are due to the 4-AB Shareholders as follows: (i) $20.0 million upon our market capitalization exceeding $300.0 million for 10 consecutive trading days prior to the earliest of (a) the fifth anniversary of the Closing Date (b) the sale of the 4-AB or (c) the sale of Agenus; (ii) $10.0 million upon our market capitalization exceeding $750.0 million for 30 consecutive trading days prior to the earliest of (a) the tenth anniversary of the Closing Date (b) the sale of 4-AB, or (c) the sale of Agenus, and (iii) $10.0 million upon our market capitalization exceeding $1.0 billion for 30 consecutive trading days prior to the earliest of (a) the tenth anniversary of the Closing Date, (b) the sale of 4-AB, or (c) the sale of Agenus. During January 2015, the first milestone noted above was achieved and, during 2021, the remaining two milestones were achieved.

 

PhosImmune Inc.

 

On December 23, 2015 (the “PhosImmune Closing Date”), we entered into a Purchase Agreement with PhosImmune Inc., a privately-held Virginia corporation (“PhosImmune”), the securityholders of PhosImmune (the “PhosImmune Securityholders”) and Fanelli Haag PLLC, as representative of the PhosImmune Securityholders providing for the acquisition of all outstanding securities of PhosImmune. Contingent milestone payments up to $35.0 million payable in cash and/or stock at our option are due as follows: (i) $5.0 million upon the closing trading price of our common stock equals or exceeds $8.00 for 60 consecutive trading days prior to the earlier of (a) the fifth anniversary of the PhosImmune Closing Date (this milestone expired unachieved on December 23, 2020) or (b) the sale of Agenus; (ii) $15.0 million if the closing trading price of our common stock equals or exceeds $13.00 for 60 consecutive

trading days prior to the earlier of (a) the tenth anniversary of the PhosImmune Closing Date or (b) the sale of Agenus; and (iii) $15.0 million if the closing trading price of our common stock equals or exceeds $19.00 for 60 consecutive trading days prior to the earlier of (a) the tenth anniversary of the PhosImmune Closing Date or (b) the sale of Agenus.

 

XML 27 R11.htm IDEA: XBRL DOCUMENT v3.22.0.1
Goodwill and Acquired Intangible Assets
12 Months Ended
Dec. 31, 2021
Goodwill And Intangible Assets Disclosure [Abstract]  
Goodwill and Acquired Intangible Assets

(4) Goodwill and Acquired Intangible Assets

The following table sets forth the changes in the carrying amount of goodwill for year ended December 31, 2021 (in thousands):

 

Balance, December 31, 2020

 

$

25,452

 

Effect of foreign currency

 

 

(576

)

Balance, December 31, 2021

 

$

24,876

 

 

Acquired intangible assets consisted of the following at December 31, 2021 and 2020 (in thousands):

 

 

 

As of December 31, 2021

 

 

 

Amortization

period

(years)

 

Gross carrying

amount

 

 

Accumulated

amortization

 

 

Net carrying

amount

 

Intellectual Property

 

7-15 years

 

$

16,850

 

 

$

(11,927

)

 

$

4,923

 

Trademarks

 

4-4.5 years

 

 

1,277

 

 

 

(1,047

)

 

 

230

 

Other

 

2-7 years

 

 

2,255

 

 

 

(981

)

 

 

1,274

 

In-process research and development

 

Indefinite

 

 

2,061

 

 

 

 

 

 

2,061

 

Total

 

 

 

$

22,443

 

 

$

(13,955

)

 

$

8,488

 

 

 

 

As of December 31, 2020

 

 

 

Amortization

period

(years)

 

Gross carrying

amount

 

 

Accumulated

amortization

 

 

Net carrying

amount

 

Intellectual Property

 

7-15 years

 

$

17,013

 

 

$

(10,112

)

 

$

6,901

 

Trademarks

 

4.5 years

 

 

1,310

 

 

 

(980

)

 

 

330

 

Other

 

2-6 years

 

 

2,272

 

 

 

(749

)

 

 

1,523

 

In-process research and development

 

Indefinite

 

 

2,132

 

 

 

 

 

 

2,132

 

Total

 

 

 

$

22,727

 

 

$

(11,841

)

 

$

10,886

 

The weighted average amortization period of our finite-lived intangible assets is approximately 9 years. Amortization expense for the years ended December 31, 2021, 2020, and 2019 was $2.1 million, $2.4 million and $2.0 million, respectively. Amortization expense related to acquired intangibles is estimated at $2.2 million for 2022, $1.7 million for 2023 and $0.6 million for each of 2024, 2025 and 2026.

The acquired IPR&D asset relates to the six pre-clinical antibody programs acquired in the Agenus Switzerland transaction. IPR&D acquired in a business combination is capitalized at fair value until the underlying project is completed and is subject to impairment testing. Once the project is completed, the carrying value of IPR&D is amortized over the estimated useful life of the asset. Post-acquisition research and development expenses related to the acquired IPR&D are expensed as incurred.

 

XML 28 R12.htm IDEA: XBRL DOCUMENT v3.22.0.1
Investments
12 Months Ended
Dec. 31, 2021
Cash And Cash Equivalents [Abstract]  
Investments

(5) Investments

Cash Equivalents and Short-term Investments

Cash equivalents and short-term investments consisted of the following as of December 31, 2021 and 2020 (in thousands):

 

 

 

December 31, 2021

 

 

December 31, 2020

 

 

 

Cost

 

 

Estimated

Fair Value

 

 

Cost

 

 

Estimated

Fair Value

 

Institutional Money Market Funds

 

$

219,903

 

 

$

219,903

 

 

$

64,256

 

 

$

64,256

 

U.S. Treasury Bills

 

 

34,989

 

 

 

34,989

 

 

 

20,000

 

 

 

20,000

 

Total

 

$

254,892

 

 

$

254,892

 

 

$

84,256

 

 

$

84,256

 

 

 

As a result of the short-term nature of our investments, there were minimal unrealized holding gains or losses for the years ended December 31, 2021, 2020 and 2019.

Of the investments listed above, $239.9 million were classified as cash equivalents and $15.0 million as short-term investments on our consolidated balance sheets as of December 31, 2021. All were classified as cash equivalents as of December 31, 2020.

XML 29 R13.htm IDEA: XBRL DOCUMENT v3.22.0.1
Restricted Cash
12 Months Ended
Dec. 31, 2021
Cash And Cash Equivalents [Abstract]  
Restricted Cash

(6) Restricted Cash

As of December 31, 2021 and 2020, we maintained non-current restricted cash of $2.7 million and $2.6 million, respectively. These amounts are included within “Other long-term assets” in our consolidated balance sheets and are comprised of letters of credit required under two of our facility leases. We did not maintain restricted cash as of December 31, 2019.

The following table provides a reconciliation of cash, cash equivalents and restricted cash that agrees to the total of the aforementioned amounts shown in our consolidated statements of cash flows as of December 31, 2021, 2020 and 2019, respectively (in thousands):

 

 

2021

 

 

2020

 

 

2019

 

Cash and cash equivalents

 

$

291,931

 

 

$

99,871

 

 

$

61,808

 

Restricted cash

 

 

2,669

 

 

 

2,634

 

 

 

 

Cash, cash equivalents and restricted cash

 

$

294,600

 

 

$

102,505

 

 

$

61,808

 

XML 30 R14.htm IDEA: XBRL DOCUMENT v3.22.0.1
Property, Plant and Equipment
12 Months Ended
Dec. 31, 2021
Property Plant And Equipment [Abstract]  
Property, Plant and Equipment

(7) Property, Plant and Equipment

Property, plant and equipment, net as of December 31, 2021 and 2020 consist of the following (in thousands):

 

 

 

2021

 

 

2020

 

 

Estimated

Depreciable

Lives

Land

 

$

17,969

 

 

$

2,230

 

 

Indefinite

Building and building improvements

 

 

5,630

 

 

 

5,630

 

 

35 years

Furniture, Fixtures, and other

 

 

4,874

 

 

 

5,866

 

 

3 to 10 years

Laboratory, manufacturing and transportation equipment

 

 

27,095

 

 

 

22,855

 

 

4 to 10 years

Leasehold improvements

 

 

45,496

 

 

 

28,390

 

 

2 to 12 years

Software and computer equipment

 

 

9,504

 

 

 

9,020

 

 

3 years

 

 

 

110,568

 

 

 

73,991

 

 

 

Less accumulated depreciation and amortization

 

 

(50,539

)

 

 

(47,201

)

 

 

Total

 

$

60,029

 

 

$

26,790

 

 

 

 

XML 31 R15.htm IDEA: XBRL DOCUMENT v3.22.0.1
Income Taxes
12 Months Ended
Dec. 31, 2021
Income Tax Disclosure [Abstract]  
Income Taxes

(8) Income Taxes

We are subject to taxation in the U.S. and in various state, local, and foreign jurisdictions. We remain subject to examination by U.S. Federal, state, local, and foreign tax authorities for tax years 2018 through 2021. With a few exceptions, we are no longer subject to U.S. Federal, state, local, and foreign examinations by tax authorities for the tax year 2017 and prior. However, net operating losses from the tax year 2017 and prior would be subject to examination if and when used in a future tax return to offset taxable income. Our policy is to recognize income tax related penalties and interest, if any, in our provision for income taxes and, to the extent applicable, in the corresponding income tax assets and liabilities, including any amounts for uncertain tax positions.

As of December 31, 2021, we had available net operating loss carryforwards of $749.3 million and $231.6 million for Federal and state income tax purposes, respectively, which are available to offset future Federal and state taxable income, if any, $152.9 million of these Federal net operating loss carryforwards do not expire, while the remaining net operating loss carryforwards expire between 2022 and 2041. Our ability to use these net operating losses may be limited by change of control provisions under Internal Revenue Code Section 382 and may expire unused. In addition, we have $8.7 million and $2.2 million of Federal and state research and development credits, respectively, available to offset future taxable income. These Federal and state research and development credits expire between 2022 and 2033 and 2022 and 2029, respectively. Additionally, we have $211,000 of state investment tax credits, available to offset future taxable income and expire between 2022 and 2025. We also have foreign net operating loss carryforwards, which do not expire, available to offset future foreign taxable income of $11.5 million in the United Kingdom, $11.7 million in Belgium, $685,000 in Ireland, and $289,000 in Hong Kong. The potential impacts of such provisions are among the items considered and reflected in management’s assessment of our valuation allowance requirements.

The tax effect of temporary differences and net operating loss and tax credit carryforwards that give rise to significant portions of the deferred tax assets and deferred tax liabilities as of December 31, 2021 and 2020 are presented below (in thousands).

 

 

 

2021

 

 

2020

 

Deferred tax assets:

 

 

 

 

 

 

 

 

U.S. Federal and State net operating loss carryforwards

 

$

171,848

 

 

$

168,786

 

Foreign net operating loss carryforwards

 

 

6,608

 

 

 

5,302

 

Research and development tax credits

 

 

10,577

 

 

 

14,314

 

Share-based compensation

 

 

5,383

 

 

 

4,846

 

Intangible Assets

 

 

33,511

 

 

 

39,477

 

Interest expense carryforward

 

 

11,319

 

 

 

7,114

 

Deferred Revenue

 

 

51,256

 

 

 

58,796

 

Lease Liability

 

 

9,945

 

 

 

8,389

 

Other

 

 

5,285

 

 

 

4,768

 

Total deferred tax assets

 

 

305,732

 

 

 

311,792

 

Less: valuation allowance

 

 

(297,831

)

 

 

(303,747

)

Net deferred tax assets

 

 

7,901

 

 

 

8,045

 

Foreign intangible assets

 

 

(940

)

 

 

(1,052

)

Right of use asset

 

 

(6,946

)

 

 

(7,852

)

Other

 

 

(1,017

)

 

 

(192

)

Deferred tax liabilities

 

 

(8,903

)

 

 

(9,096

)

Net deferred tax liability

 

$

(1,002

)

 

$

(1,051

)

 

In assessing the realizability of deferred tax assets, we consider whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which the net operating loss and tax credit carryforwards can be utilized or the temporary differences become deductible. We consider projected future taxable income and tax planning strategies in making this assessment. In order to fully realize the deferred tax asset, we will need to generate future taxable income sufficient to utilize net operating losses prior to their expiration. Based upon our history of not generating taxable income due to our business activities focused on product development, we believe that it is more likely than not that deferred tax assets will not be realized through future earnings. Accordingly, a valuation allowance has been established for deferred tax assets which will not be offset by the reversal of deferred tax liabilities. The valuation allowance on the deferred tax assets decreased by $5.9 million and increased by $41.5 million during the years ended December 31, 2021 and 2020, respectively.

Income tax benefit was nil for the years ended December 31, 2021, 2020 and 2019. Income taxes recorded differed from the amounts computed by applying the U.S. Federal income tax rate of 21% to loss before income taxes as a result of the following (in thousands).

 

 

 

2021

 

 

2020

 

 

2019

 

Computed “expected” Federal tax benefit

 

$

(5,976

)

 

$

(38,706

)

 

$

(23,413

)

(Increase) reduction in income taxes benefit resulting from:

 

 

 

 

 

 

 

 

 

 

 

 

Change in valuation allowance

 

 

(5,916

)

 

 

41,519

 

 

 

7,913

 

(Decrease) increase due to uncertain tax positions

 

 

1,674

 

 

 

(764

)

 

 

(64

)

Foreign income inclusion

 

 

 

 

 

3,570

 

 

 

 

Loan forgiveness

 

 

(1,301

)

 

 

 

 

 

 

State and local income benefit, net of Federal income tax

   benefit

 

 

9,242

 

 

 

(4,675

)

 

 

4,144

 

Equity based compensation

 

 

2,290

 

 

 

1,883

 

 

 

1,367

 

Foreign rate differential

 

 

(277

)

 

 

629

 

 

 

(564

)

Change in fair value contingent consideration

 

 

2,343

 

 

 

287

 

 

 

1,219

 

Other, net

 

 

(2,079

)

 

 

(3,743

)

 

 

9,398

 

Income tax benefit

 

$

 

 

$

 

 

$

 

 

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (in thousands):

 

 

 

2021

 

 

2020

 

 

2019

 

Balance, January 1

 

$

3,614

 

 

$

4,292

 

 

$

4,356

 

Increase (decrease) related to current year positions

 

 

(484

)

 

 

88

 

 

 

122

 

Increase (decrease) related to previously recognized positions

 

 

18

 

 

 

(766

)

 

 

(186

)

Balance, December 31

 

$

3,148

 

 

$

3,614

 

 

$

4,292

 

 

 

These unrecognized tax benefits would all impact the effective tax rate if recognized. There are no positions which we anticipate could change within the next twelve months.

XML 32 R16.htm IDEA: XBRL DOCUMENT v3.22.0.1
Accrued Liabilities
12 Months Ended
Dec. 31, 2021
Other Liabilities Disclosure [Abstract]  
Accrued Liabilities

(9) Accrued Liabilities

Accrued liabilities consist of the following as of December 31, 2021 and 2020 (in thousands):

 

 

 

December 31, 2021

 

 

December 31, 2020

 

Payroll

 

$

14,206

 

 

$

7,643

 

Professional fees

 

 

6,433

 

 

 

4,457

 

Contract manufacturing costs

 

 

5,824

 

 

 

6,274

 

Research services

 

 

8,550

 

 

 

4,649

 

Other

 

 

7,078

 

 

 

6,034

 

Total

 

$

42,091

 

 

$

29,057

 

  

XML 33 R17.htm IDEA: XBRL DOCUMENT v3.22.0.1
Equity
12 Months Ended
Dec. 31, 2021
Equity [Abstract]  
Equity

(10) Equity

Effective June 19, 2019, our certificate of incorporation was amended to increase the number of authorized shares of common stock from 240,000,000 to 400,000,000.

Under the terms and conditions of the Certificate of Designation creating the Series A-1 Preferred Stock, this stock is convertible by the holder at any time into our common stock, is non-voting, has an initial conversion price of $94.86 per common share, subject to adjustment, and is redeemable by us at its face amount ($31.6 million), plus any accrued and unpaid dividends. The Certificate of Designation does not contemplate a sinking fund. The Series A-1 Preferred Stock ranks senior to both our Series C-1 Convertible Preferred Stock and our common stock. In a liquidation, dissolution, or winding up of the Company, the Series A-1 Preferred Stock’s liquidation preference must be fully satisfied before any distribution could be made to the holders of the common stock. Other than in such a liquidation, no terms of the Series A-1 Preferred Stock affect our ability to declare or pay dividends on our common stock as long as the Series A-1 Preferred Stock’s dividends are accruing. The liquidation value of this Series A-1 Preferred stock is equal to $1,000 per share outstanding plus any accrued unpaid dividends. Dividends in arrears with respect to the Series A-1 Preferred Stock were approximately $1.8 million or $58.21 per share, and $1.6 million, or $51.54 per share, at December 31, 2021 and 2020, respectively.

On July 22, 2020, we filed an Automatic Shelf Registration Statement on Form S-3ASR (file no. 333-240006) (the “Registration Statement”). The Registration Statement included both a base prospectus that covered the potential offering, issuance and sale from time to time of common stock, preferred stock, warrants, debt securities and units of Agenus and a prospectus covering the offering, issuance and sale of up to 100 million shares of our common stock from time to time in “at-the-market offerings” pursuant to a new At Market Issuance Sales Agreement (the “Sales Agreement”) entered into with B. Riley on July 22, 2020. Pursuant to the Sales Agreement, sales will be made only upon instructions by us to B. Riley.

During the year ended December 31, 2021, we received net proceeds of approximately $197.6 million from the sale of approximately 44.2 million shares of our common stock at an average price per share of approximately $4.61, in at-the-market offerings under the Sales Agreement.

In June 2020, in connection with the Betta License Agreement, we entered into a stock purchase agreement with Betta and Betta HK, pursuant to which we agreed to sell to Betta HK approximately 5.0 million shares of our common stock for an aggregate purchase price of approximately $20.0 million, or $4.03 per share. The closing under the stock purchase agreement occurred in July 2020. Betta HK owned approximately 2.8% of the outstanding shares of our common stock after such purchase. Under the stock purchase agreement, Betta HK has agreed not to dispose of any of the shares for a period of 12 months and to vote the shares in accordance with the recommendations of our board of directors for a period of 12 months.

 

XML 34 R18.htm IDEA: XBRL DOCUMENT v3.22.0.1
Series C-1 Convertible Preferred Stock
12 Months Ended
Dec. 31, 2021
Temporary Equity Disclosure [Abstract]  
Series C-1 Convertible Preferred Stock

(11) Series C-1 Convertible Preferred Stock

In October 2018, we entered into a Stock Purchase Agreement with certain institutional investors (the “Purchasers”), pursuant to which we issued and sold an aggregate of 18,459 shares of Series C-1 Convertible Preferred Stock (the “C-1 Preferred Shares”), at a purchase price of $2,167 per share. Each C-1 Preferred Share is convertible into 1,000 shares of our common stock at an initial conversion price of $2.167 per share of common stock, which represents a 10% premium over the prior day’s closing price on Nasdaq. The aggregate purchase price paid by the Purchasers C-1 Preferred Shares was approximately $40,000,000.  We received net proceeds of $39.9 million after offering expenses.

The C-1 Preferred Shares were classified as temporary or mezzanine equity on our Consolidated Balance Sheets in accordance with U.S. GAAP as the C-1 Convertible Preferred Shares contained deemed liquidation rights that were a contingent redemption feature not solely in the Company’s control.

Conversion

The C-1 Preferred Shares were convertible at the option of the stockholder into the number of shares of Common Stock determined by dividing the stated value of the C-1 Preferred Shares being converted by the conversion price of $2.167, subject to adjustment for stock splits, reverse stock splits and similar recapitalization events.

In the years ended December 31, 2021 and 2019 holders of shares of Series C-1 Preferred Stock converted such shares into 12.5 million shares and 6.0 million shares, respectively, of our common stock. As of December 31, 2021, no shares of Series C-1 Convertible Preferred Stock remained outstanding.

 

XML 35 R19.htm IDEA: XBRL DOCUMENT v3.22.0.1
Non-controlling Interest
12 Months Ended
Dec. 31, 2021
Noncontrolling Interest [Abstract]  
Non-controlling Interest

(12) Non-controlling Interest

 

Non-controlling interest recorded in our consolidated financial statements for the years ended December 31, 2021, 2020 and 2019, relates to the following approximate interests in certain consolidated subsidiaries, which we do not own.

 

 

2021

 

 

2020

 

 

2019

 

MiNK Therapeutics, Inc.

 

 

21

%

 

 

19

%

 

 

19

%

SaponiQx, Inc.

 

 

27

%

 

 

6

%

 

 

0

%

 

Changes in non-controlling interest for the years ended December 31, 2021, 2020 and 2019 were as follows (in thousands):

 

 

2021

 

 

2020

 

 

2019

 

Beginning balance

 

$

(7,826

)

 

$

(5,981

)

 

$

(2,078

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss attributable to non-controlling interest

 

 

(4,798

)

 

 

(1,977

)

 

 

(3,903

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Other items:

 

 

 

 

 

 

 

 

 

 

 

 

Sale of subsidiary shares in an initial public offering

 

 

21,230

 

 

 

 

 

 

 

Issuance of subsidiary shares to non-controlling interest

 

 

3,243

 

 

 

132

 

 

 

 

Subsidiary share-based compensation

 

 

1,620

 

 

 

 

 

 

 

Total other items

 

 

26,093

 

 

 

132

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ending balance

 

$

13,469

 

 

$

(7,826

)

 

$

(5,981

)

 

Sale of Subsidiary Shares in an Initial Public Offering

In the fourth quarter of 2021, the MiNK Therapeutics initial public offering was completed, resulting in an increase to non-controlling interest of $21.2 million as of December 31, 2021.

Issuance of Subsidiary Shares to Non-controlling Interest

Shares of SaponiQx were issued in exchange for future services, resulting in an increase to non-controlling interest of $3.2 million and $0.1 million as of December 31, 2021 and 2020, respectively.

Subsidiary Share-based Compensation

Subsidiary share-based compensation attributed to non-controlling interest represents share-based compensation expense for awards issued by MiNK Therapeutics.

XML 36 R20.htm IDEA: XBRL DOCUMENT v3.22.0.1
Share-Based Compensation Plans
12 Months Ended
Dec. 31, 2021
Share Based Compensation [Abstract]  
Share-Based Compensation Plans

(13) Share-based Compensation Plans

On March 12, 2009, our Board of Directors adopted, and on June 10, 2009, our stockholders approved, our 2009 Equity Incentive Plan (the “2009 EIP”). The 2009 EIP provides for the grant of incentive stock options intended to qualify under Section 422 of the Code, nonstatutory stock options, restricted stock, unrestricted stock and other equity-based awards, such as stock appreciation rights, phantom stock awards, and restricted stock units, for up to 29.2 million shares of our common stock (subject to adjustment in the event of stock splits and other similar events). As of December 31, 2021, no shares remain available for issuance under the 2009 EIP.

On April 10, 2019, our Board of Directors adopted, and on June 19, 2019, our stockholders approved, our 2019 Equity Incentive Plan (the “2019 EIP”). On June 15, 2021, our stockholders approved an amendment to the 2019 EIP, increasing the number of shares available for issuance. The 2019 EIP provides for the grant of incentive stock options intended to qualify under Section 422 of the Code, nonstatutory stock options, restricted stock, unrestricted stock and other equity-based awards, such as stock appreciation rights, phantom stock awards, and restricted stock units, which we refer to collectively as Awards, for up to 55.2 million shares of our common stock (subject to adjustment in the event of stock splits and other similar events).

The Board of Directors appointed the Compensation Committee to administer the 2009 EIP and the 2019 EIP. No awards will be granted under the 2019 EIP after June 19, 2029.

On March 12, 2009, our Board of Directors adopted, and on June 10, 2009, our stockholders approved, the 2009 Employee Stock Purchase Plan (the “2009 ESPP”) to provide eligible employees the opportunity to acquire our common stock in a program designed to comply with Section 423 of the Code. There were 166,666 shares of common stock reserved for issuance under the 2009 ESPP. Rights to purchase common stock under the 2009 ESPP were granted at the discretion of the Compensation Committee, which determined the frequency and duration of individual offerings under the plan and the dates when stock may have been purchased. Eligible employees participated voluntarily and may have withdrawn from any offering at any time before the stock is purchased. Participation terminated automatically upon termination of employment. The purchase price per share of common stock in an offering was 85% of the lesser of its fair value at the beginning of the offering period or on the applicable exercise date and may have been paid through payroll deductions, periodic lump sum payments, the delivery of our common stock, or a combination thereof. Unless otherwise permitted by the Board of Directors, no participant may have acquired more than 3,333 shares of stock in any offering period. No participant was allowed to purchase shares under the 2009 ESPP if such employee would own or would have been deemed to own stock possessing 5% or more of the total combined voting power or value of the Company. The 2009 ESPP plan terminated on June 10, 2019.

In the second quarter of 2019, our Board of Directors adopted, and on June 16, 2020, our stockholders approved the 2019 Employee Stock Purchase Plan (the “2019 ESPP”) to provide eligible employees the opportunity to acquire our common stock in a program designed to comply with Section 423 of the Code. On June 15, 2021, our stockholders approved an amendment to the 2019 ESPP, increasing the number of shares available for issuance. There are 1.0 million shares reserved for issuance under the 2019 ESPP.

Our Directors’ Deferred Compensation Plan, as amended, permits each outside director to defer all, or a portion of, their cash compensation until their service as a director ends or until a specified date into a cash account or a stock account. There are 575,000 shares of our common stock reserved for issuance under this plan. As of December 31, 2021, 72,081 shares had been issued. Amounts deferred to a cash account will earn interest at the rate paid on one-year Treasury bills with interest added to the account annually. Amounts deferred to a stock account will be converted on a quarterly basis into a number of units representing shares of our common stock equal to the amount of compensation which the participant has elected to defer to the stock account divided by the applicable price for our common stock. The applicable price for our common stock has been defined as the average of the closing price of our common stock for all trading days during the calendar quarter preceding the conversion date as reported by The Nasdaq Capital Market. Pursuant to this plan, a total of 538,871 units, each representing a share of our common stock at a weighted average common stock price of $4.35, had been credited to participants’ stock accounts as of December 31, 2021. The compensation charges for this plan were immaterial for all periods presented.

On November 4, 2015, our Board of Directors adopted and approved our 2015 Inducement Equity Plan (the “2015 IEP”) in compliance with and in reliance on NASDAQ Listing Rule 5635(c)(4), which exempts inducement grants from the general requirement of the NASDAQ Listing Rules that equity-based compensation plans and arrangements be approved by stockholders. There are 1,500,000 shares of our common stock reserved for issuance under the 2015 IEP.  

We primarily use the Black-Scholes option pricing model to value options granted to employees and non-employees, as well as options granted to members of our Board of Directors. All stock option grants have 10-year terms and generally vest ratably over a 3 or 4-year period.

The fair value of each option granted during the periods was estimated on the date of grant using the following weighted average assumptions:

 

 

 

2021

 

 

2020

 

 

2019

 

Expected volatility

 

 

49

%

 

 

66

%

 

 

64

%

Expected term in years

 

 

4

 

 

 

6

 

 

 

5

 

Risk-free interest rate

 

 

0.8

%

 

 

0.8

%

 

 

1.8

%

Dividend yield

 

 

0

%

 

 

0

%

 

 

0

%

 

Expected volatility is based exclusively on historical volatility data of our common stock. The expected term of stock options granted is based on historical data and other factors and represents the period of time that stock options are expected to be outstanding prior to exercise. The risk-free interest rate is based on U.S. Treasury strips with maturities that match the expected term on the date of grant.

A summary of option activity for 2021 is presented below:

 

 

 

Options

 

 

Weighted

Average

Exercise

Price

 

 

Weighted

Average

Remaining

Contractual

Term

(in years)

 

 

Aggregate

Intrinsic

Value

 

Outstanding at December 31, 2020

 

 

28,966,901

 

 

$

3.70

 

 

 

 

 

 

 

 

 

Granted

 

 

9,005,010

 

 

 

3.58

 

 

 

 

 

 

 

 

 

Exercised

 

 

(2,502,716

)

 

 

3.40

 

 

 

 

 

 

 

 

 

Forfeited

 

 

(1,837,019

)

 

 

3.29

 

 

 

 

 

 

 

 

 

Expired

 

 

(868,089

)

 

 

5.17

 

 

 

 

 

 

 

 

 

Outstanding at December 31, 2021

 

 

32,764,087

 

 

 

3.66

 

 

 

7.25

 

 

$

6,309,552

 

Vested or expected to vest at December 31, 2021

 

 

32,764,087

 

 

 

3.66

 

 

 

7.25

 

 

$

6,309,552

 

Exercisable at December 31, 2021

 

 

17,509,054

 

 

$

3.84

 

 

 

6.19

 

 

$

3,832,406

 

 

The weighted average grant-date fair values of options granted during the years ended December 31, 2021, 2020, and 2019, was $2.81, $2.04, and $1.77, respectively.

The aggregate intrinsic value in the table above represents the difference between our closing stock price on the last trading day of fiscal 2021 and the exercise price, multiplied by the number of in-the-money options that would have been received by the option holders had all option holders exercised their options on December 31, 2021 (the intrinsic value is considered to be zero if the exercise price is greater than the closing stock price). This amount changes based on the fair market value of our stock. The total intrinsic value of options exercised during the years ended December 31, 2021, 2020, and 2019, determined on the dates of exercise, was $4.2 million, $1.2 million, and $385,000, respectively.  

During 2021, 2020, and 2019, all options were granted with exercise prices equal to the market value of the underlying shares of common stock on the grant date other than certain awards dated December 31, 2018, December 24, 2019, December 17, 2020 and December 31, 2020. In December 2018, our Board of Directors approved certain awards subject to forfeiture in the event stockholder approval was not obtained for our 2019 EIP. This approval was obtained in June 2019. Accordingly, these awards have a grant date of June 2019, with an exercise price as of the date the Board of Director's approved the awards in December 2018. In December 2019, our Board of Directors approved certain awards. However, the awards were not communicated until February 2020. Accordingly, these awards have a grant date of February 2020 with an exercise price as of the date the Board of Director's approved the awards in December 2019. On December 17, 2020 our Board of Directors approved certain awards. However, the awards were not communicated until March 2021. Accordingly, these awards have a grant date of March 2021 with an exercise price as of the date the Board of Director's approved the awards in December 2020. On December 31, 2020, our Board of Directors approved certain awards subject to forfeiture in the event stockholder approval was not obtained for an increase in shares available for issuance under our 2019 EIP. This approval was obtained in June 2021. Accordingly, these awards have a grant date of June 2021, with an exercise price as of the date the Board of Director's approved the awards in December 2020.

As of December 31, 2021, there was $32.0 million of unrecognized share-based compensation expense related to these stock options and stock options granted under a subsidiary plan which, if all milestones are achieved, will be recognized over a weighted average period of 2.5 years.

Certain employees and consultants have been granted non-vested stock. The fair value of non-vested market-based awards is calculated based on a Monte Carlo simulation as of the date of issuance. The fair value of other non-vested stock is calculated based on the closing sale price of our common stock on the date of issuance.

A summary of non-vested stock activity for 2021 is presented below:

 

 

 

Nonvested

Shares

 

 

Weighted

Average

Grant Date

Fair Value

 

Outstanding at December 31, 2020

 

 

886,816

 

 

$

2.14

 

Granted

 

 

2,025,701

 

 

 

3.28

 

Vested

 

 

(1,826,132

)

 

 

3.17

 

Forfeited

 

 

(68,334

)

 

 

3.79

 

Outstanding at December 31, 2021

 

 

1,018,051

 

 

$

2.39

 

 

As of December 31, 2021, there was $2.8 million of unrecognized share-based compensation expense related to these non-vested shares and non-vested shares granted under a subsidiary plan which, if all milestones are achieved, will be recognized over a weighted average period of 1.8 years. The total intrinsic value of shares vested during the years ended December 31, 2021, 2020, and 2019, was $5.8 million, $621,000, and $357,000, respectively.

Cash received from option exercises and purchases under our 2009 and 2019 ESPP for the years ended December 31, 2021, 2020, and 2019, was $9.1 million, $4.5 million, and $1.6 million, respectively.

We issue new shares upon option exercises, purchases under our 2009 and 2019 ESPP, vesting of non-vested stock and under the Directors’ Deferred Compensation Plan. During the years ended December 31, 2021, 2020, and 2019, 2,502,716 shares, 1,161,757 shares, and 466,940 shares, respectively, were issued as a result of stock option exercises. During the years ended December 31, 2021, 2020, and 2019, 241,507 shares, 236,855 shares, and 84,703 shares, were issued under 2009 ESPP and 2019 ESPP, respectively. During the years ended December 31, 2021, 2020, and 2019, 246,481 shares, 165,632 shares, and 129,675 shares, respectively, were issued as a result of the vesting of non-vested stock. Additionally, during the year ended December 31, 2021, 1,579,651 shares were issued as payment for certain employee bonuses, with 550,087 of those shares being withheld to cover taxes, resulting in a net share issuance of 1,029,564.

The impact on our results of operations from share-based compensation for the years ended December 31, 2021, 2020, and 2019, was as follows (in thousands).

 

 

 

Year Ended

 

 

 

2021

 

 

2020

 

 

2019

 

Research and development

 

$

4,528

 

 

$

3,758

 

 

$

3,873

 

General and administrative

 

 

14,606

 

 

 

6,363

 

 

 

6,019

 

Total share-based compensation expense

 

$

19,134

 

 

$

10,121

 

 

$

9,892

 

 

XML 37 R21.htm IDEA: XBRL DOCUMENT v3.22.0.1
License, Research and Other Agreements
12 Months Ended
Dec. 31, 2021
Research And Development [Abstract]  
License, Research, and Other Agreements

(14) License, Research, and Other Agreements

On December 5, 2014, Agenus Switzerland, entered into a license agreement with the Ludwig Institute for Cancer Research Ltd., or Ludwig, which replaced and superseded a prior agreement entered into between the parties in May 2011. Pursuant to the terms of the license agreement, Ludwig granted Agenus Switzerland an exclusive, worldwide license under certain intellectual property rights of Ludwig and Memorial Sloan Kettering Cancer Center arising from the prior agreement to further develop and commercialize GITR, OX40 and TIM-3 antibodies. On January 25, 2016, we and Agenus Switzerland entered into a second license agreement with Ludwig, on substantially similar terms, to develop CTLA-4 and PD-1 antibodies. Pursuant to the December 2014 license agreement, Agenus Switzerland made an upfront payment of $1.0 million to Ludwig. The December 2014 license agreement also obligates Agenus Switzerland to make potential milestone payments of up to $20.0 million for events prior to regulatory approval of licensed GITR, OX40 and TIM-3 products, and potential milestone payments in excess of $80.0 million if such licensed products are approved in multiple jurisdictions, in more than one indication, and certain sales milestones are achieved. Under the January 2016 license agreement, we are obligated to make potential milestone payments of up to $12.0 million for events prior to regulatory approval of CTLA-4 and PD-1 licensed products, and potential milestone payments of up to $32.0 million if certain sales milestones are achieved. Under each of these license agreements, we and/or Agenus Switzerland will also be obligated to pay low to mid-single digit royalties on all net sales of licensed products during the royalty period, and to pay Ludwig a percentage of any sublicensing income, ranging from a low to mid-double digit percentage depending on various factors. The license agreements may each be terminated as follows:

(i) by either party if the other party commits a material, uncured breach; (ii) by either party if the other party initiates bankruptcy, liquidation or similar proceedings; or (iii) by Agenus Switzerland or us (as applicable) for convenience upon 90 days’ prior written notice. The license agreements also contain customary representations and warranties, mutual indemnification, confidentiality and arbitration provisions.

We have entered into various agreements with contract manufacturers, institutions, and clinical research organizations (collectively "third party providers") to perform pre-clinical activities and to conduct and monitor our clinical studies. Under these agreements, subject to the enrollment of patients and performance by the applicable third-party provider, we have estimated our total payments to be $486.8 million over the term of the studies. For the years ended December 31, 2021, 2020, and 2019, $72.8 million, $64.7 million, and $87.7 million, respectively, have been expensed in the accompanying consolidated statements of operations related to these third-party providers. Through December 31, 2021, we have expensed $391.5 million as research and development expenses and $372.5 million of this amount has been paid. The timing of expense recognition and future payments related to these agreements is subject to the enrollment of patients and performance by the applicable third-party provider. 

XML 38 R22.htm IDEA: XBRL DOCUMENT v3.22.0.1
Revenue from Contracts with Customers
12 Months Ended
Dec. 31, 2021
Collaboration [Abstract]  
Revenue from Contracts with Customers

(15) Revenue from Contracts with Customers

Bristol Myers Squibb Company License Agreement

On May 17, 2021, we entered into a License, Development and Commercialization Agreement (“BMS License Agreement”) with Bristol Myers Squibb Company (“BMS”) to collaborate on the development and commercialization of our proprietary anti-TIGIT bispecific antibody program AGEN1777. Pursuant to the BMS License Agreement, we received a non-refundable upfront cash payment of $200.0 million and are eligible to receive up to $1.36 billion in aggregate development, regulatory and commercial milestone payments plus the tiered royalties described below. In July 2021, the BMS License Agreement closed, and we received the $200.0 million upfront payment.

In October 2021, we announced that the first patient was dosed in the AGEN1777 Phase 1 clinical trial, triggering the achievement of a $20.0 million milestone. We received this milestone in December 2021 and as of December 31, 2021, remain eligible to receive up to an additional $1.34 billion in aggregate development, regulatory and commercial milestone payments.

Under the BMS License Agreement, we granted BMS an exclusive worldwide license under certain of our intellectual property rights to develop, manufacture and commercialize AGEN1777 and its derivatives in all fields; provided, we retained an option to access the licensed antibodies for use in clinical studies in combination with certain of our other pipeline assets subject to certain restrictions. In exchange, BMS is responsible for all of the development, regulatory approval, manufacturing and commercialization costs with respect to products containing AGEN1777. In addition to the upfront and potential milestone payments described above, we will receive tiered double-digit royalties on worldwide net sales of products containing AGEN1777 ranging from the low double-digit to mid-teens percent. Additionally, we have the option, but not the obligation, to co-fund a minority of the global development costs of products containing AGEN1777 or its derivatives, in exchange for increased tiered royalties on U.S. net sales of co-funded products ranging from the mid-teens to low twenties percent and ex-U.S. net sales of co-funded products ranging from the low double digits to mid-teens percent. All royalties are subject to certain reductions under certain circumstances as described in the BMS License Agreement. Finally, we also have the option to co-promote AGEN1777 in the U.S.

The royalty term shall terminate on a product-by-product and country-by-country basis on the latest of (i) 10 year anniversary of the first commercial sale of such product in such country, (ii) the expiration of any regulatory exclusivity period that covers such product in such country, and (iii) the expiration of the last-to-expire licensed patent that covers such product in such country.

The BMS License Agreement includes customary representations and warranties, covenants, indemnification obligations for a transaction of this nature. Under the terms of the BMS License Agreement, we and BMS each have the right to terminate the agreement for material breach by, or insolvency of, the other party following notice, and if applicable, a cure period. BMS may also terminate the BMS License Agreement in its entirety, or on a product-by-product or country-by-country basis, for convenience upon 180 days’ notice.

License Revenue

We identified a single performance obligation under the BMS License Agreement, the license of AGEN1777 (“AGEN1777 License”). All other promised goods/services were deemed immaterial in the context of the contract. We determined that the AGEN1777 License was both capable of being distinct and distinct within the context of the contract as the AGEN1777 License has significant stand-alone functionality as of contract inception and BMS can begin deriving benefit from the AGEN1777 License without consideration of the immaterial services.

We determined that there were no significant financing components, noncash consideration, or amounts that may be refunded to the customer, and as such the total upfront fixed consideration of the AGEN1777 License totaling $200.0 million would be included in the total transaction price. We concluded that the standalone selling price of the AGEN1777 License approximated the $200.0

million upfront fee and as such the full amount would be recognized at a point-in-time, upon delivery of the AGEN1777 License to BMS at contract inception.

For the year ended December 31, 2021, under the BMS License Agreement, we recognized $200.0 million in research and development revenue related to the transfer of the AGEN1777 License and $20.0 million in research and development revenue related to the achievement of a milestone.

Betta License Agreement

In June 2020, we entered into a license and collaboration agreement (the “Betta License Agreement”) with Betta Pharmaceuticals Co., Ltd. (“Betta”), pursuant to which we granted Betta an exclusive license to develop, manufacture and commercialize balstilimab and zalifrelimab in Greater China. Under the terms of the Betta License Agreement, we received $15.0 million upfront in July 2020 and are eligible to receive up to $100.0 million in milestone payments plus royalties on any future sales in Greater China.

We also entered into a stock purchase agreement with Betta and a wholly-owned subsidiary of Betta (“Betta HK”). Refer to Note 10 – Equity for additional detail.

We identified the following performance obligations under the Betta License Agreement: (1) the license of balstilimab and zalifrelimab and (2) our obligation to complete manufacturing technology transfer activities to Betta (the “Technology Transfer”) for balistilimab and zalifrelimab.

We determined that the license of balstilimab and zalifrelimab was both capable of being distinct and distinct within the context of the contract as the license has significant stand-alone functionality as of contract inception based on the advanced development stage of balstilimab and zalifrelimab. Betta can begin deriving benefit from the license prior to the Technology Transfer being completed. The Technology Transfer is completed over time and is separate from the transfer of the balstilimab and zalifrelimab license, which occurred at contract inception. As a result, we concluded that the balstilimab and zalifrelimab license and Technology Transfer are separate performance obligations.

We determined that there were no significant financing components, noncash consideration, or amounts that may be refunded to the customer, and as such the total upfront fixed consideration of $15.0 million would be included in the total transaction price and be allocated to the identified performance obligations using the relative standalone selling price method.

We determined the estimated standalone selling price of the balstilimab and zalifrelimab license by applying a risk adjusted, net present value, estimate of future cash flow approach. We determined the estimated standalone selling price of the Technology Transfer by using the estimated costs of satisfying the performance obligation, plus an appropriate margin for such services.

Revenue attributable to the balstilimab and zalifrelimab license was recognized at a point-in-time, upon delivery of the license to Betta at contract inception. The Technology Transfer is satisfied over time and revenue attributable to this performance obligation will be recognized as the related services are being performed using the input of costs incurred over total costs expected to be incurred. We believe this is the best measure of progress because other measures do not reflect how we transfer the performance obligation to Betta.

For the years ended December 31, 2021 and 2020, we recognized $0.6 million and $13.9 million, respectively, of research and development revenue related to the Betta License Agreement.

UroGen License Agreement

In November 2019, we entered into a License Agreement with UroGen Pharma Ltd. (the “UroGen License Agreement”) in which we granted a license of AGEN1884 for use with UroGen's sustained release technology for intravesical delivery in patients with urinary tract cancers. Pursuant to the terms of the UroGen License Agreement, we received an upfront cash payment from UroGen of $10.0 million. We are eligible to receive up to $200.0 million in potential development, regulatory and commercial milestones, as well as 14-20% royalties on net sales of the products containing AGEN1884.

We identified the following performance obligations under the UroGen License Agreement: (1) the license of AGEN1884 that we granted UroGen, and (2) the clinical supply of AGEN1884 that we agreed to supply to UroGen. We determined that the license of AGEN1884 was both capable of being distinct and distinct within the context of the contract as the license has significant stand-alone functionality as of contract inception based on the advanced development stage of AGEN1884. We also determined that the clinical supply of AGEN1884 was both capable of being distinct and distinct within the context of the contract as it was considered a readily available resource in the market.

We determined that there were no significant financing components, noncash consideration, or amounts that may be refunded to the customer, and as such the total upfront fixed consideration of the license totaling $10.0 million would be included in the total

transaction price. We concluded that the combined standalone selling price of the license approximated the $10.0 million upfront fee and as such the full amount will be recognized at a point-in-time, upon delivery of the license to UroGen at contract inception. We will not estimate the transaction price in order to recognize the revenue related to the AGEN1884 supply due to the “as invoiced” practical expedient.

For the years ended December 31, 2021 and 2020, we recognized approximately $0.3 million and $63,000, respectively, of research and development revenue related to the UroGen License Agreement. For the year ended December 31, 2019, we recognized $10.0 million of research and development revenue related to the UroGen License Agreement.

Gilead Collaboration Agreement

On December 20, 2018, we entered into a series of agreements with Gilead focused on the development and commercialization of up to five novel immuno-oncology therapies. Pursuant to the terms of the license agreement, the option and license agreements and the stock purchase agreement we entered into with Gilead (collectively, the “Gilead Collaboration Agreements”), at the closing of the transaction on January 23, 2019 (the “Effective Date”), we received an upfront cash payment from Gilead of $120.0 million and Gilead made a $30.0 million equity investment in Agenus.

License Agreement

Pursuant to the terms of a license agreement between the parties (the “License Agreement”), we granted Gilead an exclusive, worldwide license under certain of our intellectual property rights to develop, manufacture and commercialize our preclinical bispecific antibody, AGEN1423, in all fields of use. We filed an investigational new drug (“IND”) application for AGEN1423 in February 2019, and the IND was accepted by the FDA in March 2019. On November 6, 2020, we received notice from Gilead that it would return AGEN1423 back to us and voluntarily terminate the License Agreement, effective as of February 4, 2021.

Option and License Agreements

Pursuant to the terms of two separate option and license agreements between the parties (each, an “Option and License Agreement” and together, the “Option and License Agreements”), we granted Gilead exclusive options to license exclusively (“License Option”) our bispecific antibody, AGEN1223, and our monospecific antibody, AGEN2373 (together, the “Option Programs”), during the respective Option Periods (defined below). Pursuant to the terms of the Option and License Agreements, we agreed to grant Gilead an exclusive, worldwide license under our intellectual property rights to develop, manufacture and commercialize AGEN1223 or AGEN2373, as applicable, in all fields of use upon Gilead’s exercise of the applicable License Option. Gilead is entitled to exercise its License Option for either or both Option Programs at any time up until ninety (90) days following Gilead’s receipt of a data package with respect to the first complete Phase 1b clinical trial for each Option Program (the “Option Period”). During the Option Period, we are responsible for the costs and expenses related to the development of the Option Programs. After Gilead’s exercise of a License Option, if at all, Gilead would be responsible for all development, manufacturing and commercialization activities relating to the relevant Option Program at Gilead’s cost and expense. In the third quarter of 2021 we ceased development of AGEN1223 and in October 2021 the AGEN1223 option and license agreement was formally terminated. The AGEN2373 Option and License Agreement and the Stock Purchase Agreement remain in full force and effect.

During the Option Period, we are eligible to receive milestones of up to $10.0 million in the aggregate. If Gilead exercises the AGEN2373 License Option, it would be required to pay an upfront license exercise fee of $50.0 million. Following the exercise of the AGEN2373 License Option, we would be eligible to receive additional development and commercial milestones of up to $520.0 million in the aggregate, as well as tiered royalty payments on aggregate net sales. We will have the right to opt-in to share Gilead’s development and commercialization costs in the United States for the AGEN2373 Option Program in exchange for a profit (loss) share on a 50:50 basis and revised milestone payments. We filed an IND AGEN2373 in 2019, and it is now in clinical development.

Unless earlier terminated, the AGEN2373 Option and License Agreement will continue until the earlier of (i) the expiration of the Option Period, without Gilead’s exercise of the License Option; and (ii) the date all of Gilead’s applicable payment obligations under the Option and License Agreement have been performed or have expired. Under the terms of the AGEN2373 Option and License Agreement, we and Gilead each have the right to terminate the agreement for material breach by, or insolvency of, the other party. Gilead may also terminate the AGEN2373 Option License Agreement in its entirety, or on a product-by-product or country-by-country basis for convenience upon ninety (90) days’ notice.

Collaboration Revenue

For the years ended December 31, 2021 and 2020, we recognized $22.4 million and $12.3 million, respectively, of research and development revenue related to the Gilead Collaboration Agreements based on the partial satisfaction of the over time performance obligations as of period end. For the year ended December 31, 2021, the amount also includes deferred revenue recognized in connection with the termination of AGEN1223 development. For the year ended December 31, 2019, we recognized $86.1 million of research and development revenue related to the Gilead Collaboration Agreements. This amount included $20.6 million of the transaction price recognized based on the partial satisfaction of the over time performance obligations as of period end.

We expect to recognize deferred research and development revenue of $11.7 million and $10.1 million in 2022 and 2023, respectively, related to performance obligations that are unsatisfied or partially unsatisfied as of December 31, 2021.

Incyte Collaboration Agreement

On January 9, 2015 and effective February 19, 2015, we entered into a global license, development and commercialization agreement (the “Collaboration Agreement”) with Incyte pursuant to which the parties plan to develop and commercialize novel immuno-therapeutics using our antibody discovery platforms. The Collaboration Agreement was initially focused on four checkpoint modulator programs directed at GITR, OX40, LAG-3 and TIM-3. In addition to the four identified antibody programs, the parties have an option to jointly nominate and pursue the development and commercialization of antibodies against additional targets during a five-year discovery period which, upon mutual agreement of the parties for no additional consideration, can be extended for an additional three years. In November 2015, we and Incyte jointly nominated and agreed to pursue the development and commercialization of three additional CPM targets. In February 2017, we amended the Collaboration Agreement by entering into a First Amendment to License, Development and Commercialization Agreement (the “First Amendment”). In October 2019, we further amended the Collaboration Agreement by entering into a Second Amendment to License, Development and Commercialization Agreement (the “Second Amendment”). See “Amendments” section below.

Pursuant to the XOMA Royalty Purchase Agreement, we sold to XOMA 33% of the future royalties and 10% of the future milestones that we were entitled to receive from Incyte, excluding the $5.0 million milestone that we recognized in the three months ended September 30, 2018. As of December 31, 2021, we remain eligible to receive up to $450.0 million in future potential development, regulatory and commercial milestones across all programs in the collaboration, as well as 67% of all future royalties on worldwide product sales.

Agreement Structure

Under the terms of the Collaboration Agreement, we received non-creditable, nonrefundable upfront payments totaling $25.0 million. In addition, until the Amendment, the parties shared all costs and profits for the GITR, OX40 and two of the additional antibody programs on a 50:50 basis (profit-share products), and we were eligible to receive up to $20.0 million in future contingent development milestones under these programs. Incyte is obligated to reimburse us for all development costs that we incur in connection with the TIM-3, LAG-3 and one of the additional antibody programs (royalty-bearing products) and we are eligible to receive (i) up to $155.0 million in future contingent development, regulatory, and commercialization milestone payments and (ii) tiered royalties on global net sales at rates generally ranging from 6% to 12%. For each royalty-bearing product, we will also have the right to elect to co-fund 30% of development costs incurred following initiation of pivotal clinical trials in return for an increase in royalty rates. Additionally, we had the option to retain co-promotion participation rights in the United States on any profit-share product. Through the direction of a joint steering committee, until the Amendment, the parties anticipated that, for each program, we would serve as the lead for pre-clinical development activities through investigational new drug (“IND”) application filing, and Incyte would serve as the lead for clinical development activities. The parties initiated the first clinical trials of antibodies arising from these programs in 2016. For each additional program beyond GITR, OX40, TIM-3 and LAG-3 that the parties elect to bring into the collaboration, we will have the option to designate it as a profit-share product or a royalty-bearing product.

The Collaboration Agreement will continue as long as (i) any product is being developed or commercialized or (ii) the discovery period remains in effect. Incyte may terminate the Collaboration Agreement or any individual program for convenience upon 12 months’ notice. The Collaboration Agreement may also be terminated by either party upon the occurrence of an uncured material breach of the other party or by us if Incyte challenges patent rights controlled by us. In addition, either party may terminate the Collaboration Agreement as to any program if the other party is acquired and the acquiring party controls a competing program.

Amendments

Pursuant to the terms of the First Amendment, the GITR and OX40 programs immediately converted from profit-share programs to royalty-bearing programs and we became eligible to receive a flat 15% royalty on global net sales should any candidates from either of these two programs be approved. Incyte is now responsible for global development and commercialization and all associated costs for these programs. In addition, the profit-share programs relating to TIGIT and one undisclosed target were removed from the collaboration, with the undisclosed target reverting to Incyte and TIGIT to Agenus. Should any of those programs be successfully developed by a party, the other party will be eligible to receive the same milestone payments as the royalty-bearing programs and royalties at a 15% rate on global net sales. The terms for the remaining three royalty-bearing programs targeting TIM-3, LAG-3 and one undisclosed target remain unchanged, with Incyte being responsible for global development and commercialization and all associated costs. The Amendment gives Incyte exclusive rights and all decision-making authority for manufacturing, development, and commercialization with respect to all royalty-bearing programs.

In connection with the First Amendment, Incyte paid us $20.0 million in accelerated milestones related to the clinical development of the antibody candidates targeting GITR and OX40.

Pursuant to the terms of the Second Amendment, we transitioned preclinical development and IND preparation of the undisclosed target to Incyte.

Collaboration Revenue

For the years ended December 31, 2021 and 2020, we recognized approximately $1.2 million and $0.7 million, respectively, of research and development revenue for research and development services provided. For the year ended December 31, 2019, we recognized approximately $3.7 million of research and development revenue. This amount included $2.0 million of the transaction price for the Incyte Collaboration Agreement recognized based on proportional performance and $1.7 million for research and development services.

Merck Collaboration and License Agreement

During the quarter ended June 30, 2014, we entered into a collaboration and license agreement with Merck to discover and optimize fully-human antibodies against two undisclosed cancer targets using the Retrocyte Display®. Under this agreement, Merck is responsible for the clinical development and commercialization of antibodies generated under the collaboration. There are no unsatisfied performance obligations relating to this contract. Pursuant to the XOMA Royalty Purchase Agreement (see Note 19), we sold to XOMA 33% of the future royalties and 10% of the future milestones that we are entitled to receive from Merck, and we remain eligible to receive from Merck approximately $76.5 million in potential payments associated with the completion of certain clinical, regulatory and commercial milestones, as well as 67% of all future royalties on worldwide product sales.

For the year ended December 31, 2021, no revenue was recognized. For the year ended December 31, 2020, we recognized $9.0 million in research and development revenue and $1.0 million in non-cash milestone revenue related to the achievement of a milestone. For the year ended December 31, 2019, no revenue was recognized.

GSK License and Amended GSK Supply Agreements

In July 2006, we entered into a license agreement and a supply agreement with GSK for the use of QS-21 Stimulon (the “GSK License Agreement” and the “GSK Supply Agreement”, respectively). In January 2009, we entered into an Amended and Restated Manufacturing Technology Transfer and Supply Agreement (the “Amended GSK Supply Agreement”) under which GSK has the right to manufacture all of its requirements of commercial grade QS-21 Stimulon. GSK is obligated to supply us (or our affiliates, licensees, or customers) certain quantities of commercial grade QS-21 Stimulon for a stated period of time. Under these agreements, GSK paid an upfront license fee of $3.0 million and agreed to pay aggregate milestones of $5.0 million. In July 2007, the Amended GSK Supply Agreement was further amended, and we were paid an additional fixed fee of $7.3 million. In March 2012 we entered into a First Right to Negotiate and Amendment Agreement amending the GSK License Agreement and the Amended GSK Supply Agreement to clarify and include additional rights for the use of our QS-21 Stimulon (the “GSK First Right to Negotiate Agreement”). In addition, we granted GSK the first right to negotiate for the purchase of the Company or certain of our assets, which such rights expired in March 2017. As consideration for entering into the GSK First Right to Negotiate Agreement, GSK paid us an upfront, non-refundable payment of $9.0 million, $2.5 million of which is creditable toward future royalty payments. As of December 31, 2017, we had received all of the potential $24.3 million in upfront and milestone payments related to the GSK Agreements. We were also generally entitled to receive 2% royalties on net sales of prophylactic vaccines for a period of 10 years after the first commercial sale of a resulting GSK product, but we sold these royalty rights to HCR in January 2018 pursuant to the HCR Royalty Purchase Agreement (See Note 19). The GSK License and Amended GSK Supply Agreements may be terminated by either party upon a material breach if the breach is not cured within the time specified in the respective agreement. The termination or expiration of the GSK License Agreement does not relieve either party from any obligation which accrued prior to the termination or expiration. Among other provisions, the license rights granted to GSK survive expiration of the GSK License Agreement. The license rights and payment obligations of GSK under the Amended GSK Supply Agreement survive termination or expiration, except that GSK's license rights and future royalty obligations do not survive if we terminate due to GSK's material breach unless we elect otherwise.

For the years ended December 31, 2021 and 2020, we recognized $44.4 million and $46.5 million, respectively, in non-cash royalty revenue. For the year ended December 31, 2019, we recognized $15.1 million in royalty sales milestone revenue and $30.4 million in non-cash royalty revenue.

Disaggregation of Revenue

The following table presents revenue (in thousands) for years ended December 31, 2021, 2020 and 2019, disaggregated by geographic region and revenue type. Revenue by geographic region is allocated based on the domicile of our respective business operations.

 

 

 

 

Year ended December 31, 2021

 

 

 

United States

 

 

Rest of World

 

 

Total

 

Revenue Type

 

 

 

 

 

 

 

 

 

 

 

 

License fees and milestones

 

$

220,000

 

 

$

 

 

$

220,000

 

Clinical product revenue

 

 

587

 

 

 

 

 

 

587

 

Research and development services

 

 

1,476

 

 

 

 

 

 

1,476

 

Other services

 

 

 

 

 

6,704

 

 

 

6,704

 

Recognition of deferred research and development revenue

 

 

22,359

 

 

 

 

 

 

22,359

 

Recognition of deferred grant revenue

 

 

184

 

 

 

 

 

 

184

 

Non-cash royalties

 

 

44,355

 

 

 

 

 

 

44,355

 

 

 

$

288,961

 

 

$

6,704

 

 

$

295,665

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year ended December 31, 2020

 

Revenue Type

 

 

 

 

 

 

 

 

 

 

 

 

License fees and milestones

 

$

22,857

 

 

$

 

 

$

22,857

 

Research and development services

 

 

754

 

 

 

 

 

 

754

 

Other services

 

 

 

 

 

4,619

 

 

 

4,619

 

Recognition of deferred research and development revenue

 

 

12,304

 

 

 

 

 

 

12,304

 

Recognition of deferred grant revenue

 

 

91

 

 

 

 

 

 

91

 

Non-cash royalties and milestones

 

 

47,545

 

 

 

 

 

 

47,545

 

 

 

$

83,551

 

 

$

4,619

 

 

$

88,170

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year ended December 31, 2019

 

Revenue Type

 

 

 

 

 

 

 

 

 

 

 

 

License fees and milestones

 

$

75,500

 

 

$

 

 

$

75,500

 

Research and development services

 

 

1,707

 

 

 

 

 

 

1,707

 

Royalty sales milestone

 

 

15,100

 

 

 

 

 

 

15,100

 

Manufacturing services

 

 

3,337

 

 

 

 

 

 

3,337

 

Recognition of deferred research and development revenue

 

 

22,638

 

 

 

 

 

 

22,638

 

Recognition of deferred grant revenue

 

 

652

 

 

 

690

 

 

 

1,342

 

Non-cash royalties

 

 

30,424

 

 

 

 

 

 

30,424

 

 

 

$

149,358

 

 

$

690

 

 

$

150,048

 

Contract Balances

Contract assets primarily relate to our rights to consideration for work completed in relation to our research and development services performed but not billed at the reporting date. Contract assets are transferred to receivables when the rights become unconditional. Currently, we do not have any contract assets which have not transferred to a receivable. We had no asset impairment charges related to contract assets in the period. Contract liabilities primarily relate to contracts where we received payments but have not yet satisfied the related performance obligations. The advance consideration received from customers for research and development services or licenses bundled with other promises is a contract liability until the underlying performance obligations are transferred to the customer.

The following table provides information about contract liabilities from contracts with customers (in thousands):

 

Year ended December 31, 2021

 

Balance at beginning of period

 

 

Additions

 

 

Deductions

 

 

Balance at end of period

 

Contract liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred revenue

 

$

45,284

 

 

$

761

 

 

$

(22,420

)

 

$

23,625

 

 

The change in contract liabilities is primarily related to the recognition of $22.4 million of revenue related to the Gilead Collaboration Agreements during the year ended December 31, 2021. Deferred revenue related to the Gilead Collaboration Agreements of $21.8 million as of December 31, 2021, which was comprised of the $142.5 million initial transaction price, less $120.7 million of research and development revenue recognized from the effective date of the contract, will be recognized as the combined performance obligation is satisfied.

We also recorded a $1.5 million receivable as of December 31, 2021 for research and development and other services provided.

In the year ended December 31, 2021, we did not recognize any revenue from amounts included in the contract asset or the contract liability balances from performance obligations satisfied in previous periods. None of the costs to obtain or fulfill a contract were capitalized.

XML 39 R23.htm IDEA: XBRL DOCUMENT v3.22.0.1
Related Party Transactions
12 Months Ended
Dec. 31, 2021
Related Party Transactions [Abstract]  
Related Party Transactions

(16) Related Party Transactions

Our Audit and Finance Committee approved a charitable contribution to the Children of Armenia Fund (“COAF”) of up to $125,000 for 2021. Dr. Garo H. Armen, our CEO, is the founder and chairman of COAF. The 2021 charitable contribution was comprised of a cash component and a non-cash component. The cash component was $68,000, which we paid in quarterly installments. The non-cash component was $50,000, which was the estimated value of a portion of office space made available to COAF employees.

During the year ended December 31, 2021, our Audit and Finance Committee approved the performance of research and development manufacturing services totaling $291,000 for Protagenic Therapeutics, Inc. We will be reimbursed for these services on an actual time and materials basis. Dr. Garo H. Armen, our CEO, is Executive Chairman of and has a greater than 10% equity interest in Protagenic Therapeutics, Inc.

 

XML 40 R24.htm IDEA: XBRL DOCUMENT v3.22.0.1
Leases
12 Months Ended
Dec. 31, 2021
Leases [Abstract]  
Leases

(17) Leases

The majority of our operating lease agreements are for the office, research and development and manufacturing space we use to conduct our operations.

We lease space in Lexington, Massachusetts for our manufacturing, research and development, and corporate offices, office space in New York, New York for use as corporate offices, facilities in Berkeley, California, for manufacturing and corporate offices, a facility in Emeryville, California for the development of a cGMP manufacturing facility and a facility in Cambridge, United Kingdom for research and development and corporate offices. We have subleased a small portion of the space in our main Lexington facility for part of the associated head lease. These agreements expire at various times between 2023 and 2036, with options to extend certain of the leases.

We also have finance lease agreements for equipment that expire at various times between 2022 and 2024.

The components of lease cost recorded in our consolidated statement of operations were as follows (in thousands):

 

 

 

Year ended December 31,

 

 

 

2021

 

 

2020

 

 

2019

 

Operating lease cost

 

$

8,878

 

 

$

4,698

 

 

$

2,551

 

Finance lease cost

 

 

407

 

 

 

375

 

 

 

221

 

Variable lease cost

 

 

1,826

 

 

 

1,887

 

 

 

1,414

 

Sublease income

 

 

(595

)

 

 

(578

)

 

 

(561

)

      Net lease cost

 

$

10,516

 

 

$

6,382

 

 

$

3,625

 

Variable lease cost for the years ended December 31, 2021, 2020 and 2019, primarily related to common area maintenance, taxes, utilities and insurance associated with our operating leases. Short-term lease cost for the years ended December 31, 2021, 2020 and 2019 was immaterial.

Cash paid for amounts included in the measurement of operating lease liabilities for the years ended December 31, 2021, 2020 and 2019 was approximately $2.1 million, $1.6 million and $1.4 million, respectively. Cash paid for amounts included in the measurement of finance lease liabilities for the years ended December 31, 2021 and 2020 was approximately $0.9 million and $1.8 million, respectively.

The following table presents supplemental balance sheet information related to our leases as of December 31, 2021 and 2020 (in thousands):

 

 

 

As of December 31, 2021

 

 

As of December 31, 2020

 

Operating Leases

 

 

 

 

 

 

 

 

Operating lease right-of-use assets

 

$

31,054

 

 

$

33,480

 

      Total operating lease right-of-use assets

 

 

31,054

 

 

 

33,480

 

 

 

 

 

 

 

 

 

 

Current portion, operating lease liabilities

 

 

2,627

 

 

 

1,950

 

Operating lease liabilities, net of current portion

 

 

42,109

 

 

 

34,065

 

      Total operating lease liabilities

 

 

44,736

 

 

 

36,015

 

 

 

 

 

 

 

 

 

 

Finance Leases

 

 

 

 

 

 

 

 

Property, plant and equipment, net

 

 

2,663

 

 

 

2,231

 

      Total finance lease right-of-use assets

 

 

2,663

 

 

 

2,231

 

 

 

 

 

 

 

 

 

 

Other current liabilities

 

 

335

 

 

 

746

 

Other long-term liabilities

 

 

318

 

 

 

66

 

      Total finance lease liabilities

 

$

653

 

 

$

812

 

Maturities of our operating lease liabilities as of December 31, 2021 were as follows (in thousands):

 

Year

 

Operating Leases

 

 

Finance leases

 

 

Expected sublease receipts

 

 

Net future lease commitments

 

2022

 

$

(7,209

)

 

$

373

 

 

$

(613

)

 

$

(7,449

)

2023

 

 

9,568

 

 

 

248

 

 

 

 

 

 

 

9,816

 

2024

 

 

8,357

 

 

 

88

 

 

 

 

 

 

 

8,445

 

2025

 

 

8,544

 

 

 

 

 

 

 

 

 

 

 

8,544

 

2026

 

 

8,219

 

 

 

 

 

 

 

 

 

 

 

8,219

 

Thereafter

 

 

77,418

 

 

 

 

 

 

 

 

 

 

 

77,418

 

   Total

 

$

104,897

 

 

$

709

 

 

$

(613

)

 

$

104,993

 

      Less imputed interest

 

 

(60,161

)

 

 

(56

)

 

 

 

 

 

 

 

 

Present value of lease liabilities

 

$

44,736

 

 

$

653

 

 

 

 

 

 

 

 

 

In the above table, expected operating lease payments for the year ending December 31, 2022 include $14.5 million in lease incentives expected to be received from the lessor of our Emeryville, CA facility related to the construction of tenant improvements.

Total future lease payments of approximately $22.4 million for a finance lease that had not yet commenced as of December 31, 2021, as we did not control the underlying assets, are not included in these consolidated financial statements. We expect this lease to commence in 2022 with a term of 3 years.

The weighted-average remaining lease terms and discount rates related to our leases were as follows:

 

 

 

December 31, 2021

 

 

 

Operating

 

 

Finance

 

Weighted average remaining lease term (in years)

 

 

12.0

 

 

 

2.0

 

Weighted average discount rate

 

 

11.6

%

 

 

8.4

%

 

XML 41 R25.htm IDEA: XBRL DOCUMENT v3.22.0.1
Debt
12 Months Ended
Dec. 31, 2021
Debt Disclosure [Abstract]  
Debt

(18) Debt

Debt obligations consisted of the following as of December 31, 2021 and 2020 (in thousands):

 

Debt instrument

 

Balance at

December 31,

2021

 

Current Portion:

 

 

 

 

Debentures

 

$

146

 

Other

 

 

582

 

Long-term Portion:

 

 

 

 

2015 Subordinated Notes

 

 

12,823

 

Total

 

$

13,551

 

 

Debt instrument

 

Balance at

December 31,

2020

 

Current Portion:

 

 

 

 

Debentures

 

$

146

 

Other

 

 

687

 

Long-term Portion:

 

 

 

 

2015 Subordinated Notes

 

 

12,682

 

Other

 

 

6,197

 

Total

 

$

19,712

 

As of December 31, 2021, and 2020, the principal amount of our outstanding debt balance was $13.8 million and $20.0 million, respectively.

Subordinated Notes

On February 20, 2015, we, certain existing investors and certain additional investors entered into an Amended and Restated Note Purchase Agreement, pursuant to which we (i) canceled our senior subordinated promissory notes issued in April 2013 (the “2013 Notes”) in exchange for new senior subordinated promissory notes (the “2015 Subordinated Notes”) in the aggregate principal amount of $5.0 million, (ii) issued additional 2015 Subordinated Notes in the aggregate principal amount of $9.0 million and (iii) issued five year warrants (the “2015 Warrants”) to purchase 1,400,000 shares of our common stock at an exercise price of $5.10 per share. Warrants to purchase 500,000 shares of the Company’s common stock issued in connection with the 2013 Notes (the “2013 Warrants”) had an exercise price of $4.41 per share; and expired on April 15, 2019.

The 2015 Subordinated Notes bear interest at a rate of 8% per annum, payable in cash on the first day of each month in arrears. Among other default and acceleration terms customary for indebtedness of this type, the 2015 Subordinated Notes include default provisions which allow for the noteholders to accelerate the principal payment of the 2015 Subordinated Notes in the event we become involved in certain bankruptcy proceedings, become insolvent, fail to make a payment of principal or (after a grace period) interest on the 2015 Subordinated Notes, default on other indebtedness with an aggregate principal balance of $13.5 million or more if such default has the effect of accelerating the maturity of such indebtedness, or become subject to a legal judgment or similar order for the payment of money in an amount greater than $13.5 million if such amount will not be covered by third-party insurance.

On February 18, 2020, we entered into an amendment to the 2015 Subordinated Notes (the “Amendment”) pursuant to which we:

 

extended the maturity date of $13.5 million of the 2015 Subordinated Notes by three years from February 20, 2020 to February 20, 2023;

 

repaid $0.5 million of the 2015 Subordinated Notes;

 

extended the exercise period of the warrants to purchase 1,350,000 shares of the Company’s common stock previously issued in 2015 by three years from February 20, 2020 to February 20, 2023; and

 

issued new warrants to purchase 675,000 shares of the Company’s common stock with a term of five years and an exercise price of $4.48 per share, which represented a 20% premium over the 30-day average trailing closing price of the Company’s common stock as of the date of the Amendment.

The amended 2015 Subordinated Notes are not convertible into shares of our common stock and are set to mature on February 23, 2023, at which point we would be required to repay the full outstanding balance in cash. We may prepay the amended 2015 Subordinated Notes at any time, in part or in full, without premium or penalty.

The Amendment was accounted for as a debt extinguishment under the guidance of ASU 470: Debt. For the year ended December 31, 2020, we recorded a loss of approximately $2.7 million in other expense in our consolidated statements of operations and comprehensive loss, which primarily represents the fair value of the new and extended warrants. The amended 2015 Subordinated Notes were recorded at fair value. In April 2020, we repaid $0.5 million of the outstanding amended 2015 Subordinated Notes and cancelled the related warrants.

 

Payroll Protection Program

In May 2020, we entered into promissory notes with Bank of America, NA for aggregate loan proceeds of approximately $6.2 million (collectively, the “Loan”) under the Small Business Administration Paycheck Protection Program of the Coronavirus Aid, Relief and Economic Security Act of 2020. In September 2021, we received notification that our forgiveness applications were approved. As such, the Loan was extinguished, and for the year ended December 31, 2021, a $6.2 million gain was recorded in our consolidated statements of operations and comprehensive loss.

XML 42 R26.htm IDEA: XBRL DOCUMENT v3.22.0.1
Liability Related to the Sale of Future Royalties and Milestones
12 Months Ended
Dec. 31, 2021
Liability Related To Sale Of Future Royalties And Milestones [Abstract]  
Liability Related to the Sale of Future Royalties and Milestones

(19) Liability Related to the Sale of Future Royalties and Milestones

 

The following table shows the activity within the liability account in the year ended December 31, 2021 and for the period from the inception of the royalty transactions to December 31, 2021 (in thousands):

 

 

 

Year ended December 31, 2021

 

 

Period from inception to December 31, 2021

 

Liability related to sale of future royalties and milestones - beginning balance

 

$

234,041

 

 

$

 

Proceeds from sale of future royalties and milestones

 

 

 

 

 

205,000

 

Non-cash royalty and milestone revenue

 

 

(44,355

)

 

 

(139,634

)

Non-cash interest expense recognized

 

 

64,419

 

 

 

188,739

 

Liability related to sale of future royalties and milestones - ending balance

 

 

254,105

 

 

 

254,105

 

Less: unamortized transaction costs

 

 

(357

)

 

 

(357

)

Liability related to sale of future royalties and milestones, net

 

$

253,748

 

 

$

253,748

 

 

Healthcare Royalty Partners

On January 6, 2018, we, through Antigenics, entered into the HCR Royalty Purchase Agreement with HCR, which closed on January 19, 2018. Pursuant to the terms of the HCR Royalty Purchase Agreement, we sold to HCR 100% of Antigenics’ worldwide rights to receive royalties GSK on sales of GSK’s vaccines containing our QS-21 Stimulon adjuvant. At closing, we received gross proceeds of $190.0 million from HCR. As part of the transaction, we reimbursed HCR for transaction costs of $100,000 and incurred approximately $500,000 in transaction costs of our own, which are presented net of the liability in the consolidated balance sheet and will be amortized to interest expense over the estimated life of the HCR Royalty Purchase Agreement. Although we sold all of our rights to receive royalties on sales of GSK’s vaccines containing QS-21, we are required to account for these royalties as revenue when earned, and we recorded the $190.0 million in proceeds from this transaction as a liability on our consolidated balance sheet that will be amortized using the interest method over the estimated life of the HCR Royalty Purchase Agreement. The liability is classified between the current and non-current portion of liability related to sale of future royalties and milestones in the consolidated balance sheets based on the estimated recognition of the royalty payments to be received by HCR in the next 12 months from the financial statement reporting date.

In the years ended December 31, 2021, 2020 and 2019, we recognized $44.4 million, $46.5 million and $30.4 million, respectively, of non-cash royalty revenue and we recorded $64.4, $59.7 million and $41.5 million, respectively, of related non-cash interest expense related to the HCR Royalty Purchase Agreement.

As royalties are remitted to HCR from GSK, the balance of the recorded liability will be effectively repaid over the life of the HCR Royalty Purchase Agreement. To determine the amortization of the recorded liability, we are required to estimate the total amount of future royalty payments to be received by HCR. The sum of these amounts less the $190.0 million proceeds we received

will be recorded as interest expense over the life of the HCR Royalty Purchase Agreement. Periodically, we assess the estimated royalty payments to be paid to HCR from GSK, and to the extent the amount or timing of the payments is materially different from our original estimates, we will prospectively adjust the amortization of the liability. Since the inception of the HCR Royalty Purchase Agreement our estimate of the effective annual interest rate over the life of the agreement increased to 26.6%, which results in a retrospective interest rate of 23.0%.

There are a number of factors that could materially affect the amount and timing of royalty payments from GSK, all of which are not within our control. Such factors include, but are not limited to, changing standards of care, the introduction of competing products, manufacturing or other delays, biosimilar competition, patent protection, adverse events that result in governmental health authority imposed restrictions on the use of the drug products, significant changes in foreign exchange rates, and other events or circumstances that could result in reduced royalty payments from GSK, all of which would result in a reduction of non-cash royalty revenues and the non-cash interest expense over the life of the HCR Royalty Purchase Agreement. Conversely, if sales of GSK’s vaccines containing QS-21 are more than expected, the non-cash royalty revenues and the non-cash interest expense recorded by us would be greater over the life of the HCR Royalty Purchase Agreement.

Pursuant to the HCR Royalty Purchase Agreement, we were also entitled to receive up to $40.4 million in milestone payments from HCR (through the royalty payments from GSK) based on sales of GSK’s vaccines as follows: (i) $15.1 million upon reaching $2.0 billion last-twelve-months net sales any time prior to 2024 and (ii) $25.3 million upon reaching $2.75 billion last-twelve-months net sales any time prior to 2026. In the fourth quarter of 2019, the $15.1 million milestone was achieved, as sales for the year ended December 31, 2019 exceeded $2.0 billion. As such, we recognized $15.1 million in royalty sales milestone revenue in the year ended December 31, 2019. We remain eligible to receive the $25.3 million milestone.

In June 2021, we entered into an amendment to the HCR Royalty Purchase Agreement in which HCR was granted the option to directly pay us the final $25.3 million milestone, if achieved. Under the terms of the original agreement, the milestone, if achieved, was to be paid through royalties received from GSK.

Additionally, pursuant to the HCR Royalty Purchase Agreement, we were obligated to pay HCR approximately $25.9 million in 2021 (the “Rebate Payment”) if neither of the following sales milestones are achieved: (i) 2019 sales exceed $1.0 billion or (ii) 2020 sales exceed $1.75 billion. However, we were released from this obligation in the fourth quarter of 2019 when GSK announced that Shingrix sales for the first nine months of 2019 reached 1.28 billion pounds (or approximately $1.6 billion).

XOMA

On September 20, 2018, we, through our wholly-owned subsidiary, Agenus Royalty Fund, LLC, entered into a Royalty Purchase Agreement (the “XOMA Royalty Purchase Agreement”) with XOMA (US) LLC (“XOMA”). Pursuant to the terms of the XOMA Royalty Purchase Agreement, XOMA paid us $15.0 million at closing in exchange for the right to receive 33% of the future royalties and 10% of the future milestones that we are entitled to receive from Incyte Corporation (“Incyte”) and Merck Sharpe & Dohme (“Merck”) under our agreements with each party (see Note 15), net of certain of our obligations to a third party and excluding the $5.0 million milestone from Incyte that we recognized in the quarter ended September 30, 2018. We retained 90% of the future milestones and 67% of the future royalties under our agreements with Incyte and Merck. Although we sold our rights to receive 33% of future royalties and 10% of future milestones, as a result of our significant continued involvement in the generation of the potential royalties and milestones, we are required to account for the full amount of these royalties and milestones as revenue when earned, and we recorded the $15.0 million in proceeds from this transaction as a liability on our consolidated balance sheet. Under the terms of the XOMA Royalty Purchase Agreement, should the percentage of milestones and royalties ultimately received by XOMA fail to repay the amount received by us at closing we would have no further obligation to XOMA.

 

In the fourth quarter of 2020, we achieved a $10.0 million milestone under the Merck agreement. As such, we recorded $1.0 million in non-cash milestone revenue related to the XOMA Royalty Purchase Agreement for the year ended December 31, 2020 and reduced the XOMA liability by $1.0 million.

 

XML 43 R27.htm IDEA: XBRL DOCUMENT v3.22.0.1
Fair Value Measurements
12 Months Ended
Dec. 31, 2021
Fair Value Measurements [Abstract]  
Fair Value Measurements

(20) Fair Value Measurements

We measure our contingent purchase price consideration at fair value. The fair values of our PhosImmune and other contingent purchase price consideration of $1.4 million and $0.3 million, respectively, are based on significant inputs not observable in the market, which require them to be reported as Level 3 liabilities within the fair value hierarchy. The valuation of these liabilities use assumptions we believe would be made by a market participant and are mainly based on estimates from a Monte Carlo simulation of our market capitalization and share price, as well as other factors impacting the probability of triggering the milestone payments. Market capitalization and share price were evolved using a geometric Brownian motion, calculated daily for the life of the contingent purchase price considerations.

The significant unobservable inputs include the anticipated timelines to achieve the contingent purchase milestones and our estimated credit spread, the weighted average values of which (weighted based on the value of each contingent liability), as of December 31, 2021 and 2020, are shown in the table below.

 

 

 

December 31, 2021

 

 

December 31, 2020

 

Period of time to achieve milestones (in years)

 

 

2.5

 

 

 

1.3

 

Credit spread

 

 

5.4

%

 

 

5.5

%

Liabilities measured at fair value are summarized below (in thousands):

 

Description

 

December 31, 2021

 

 

Quoted Prices in

Active

Markets for

Identical Assets

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contingent purchase price consideration

 

 

1,689

 

 

 

 

 

 

 

 

 

1,689

 

Total

 

$

1,689

 

 

$

 

 

$

 

 

$

1,689

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Description

 

December 31, 2020

 

 

Quoted Prices in

Active

Markets for

Identical Assets

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contingent purchase price consideration

 

 

10,208

 

 

 

 

 

 

 

 

 

10,208

 

Total

 

$

10,208

 

 

$

 

 

$

 

 

$

10,208

 

 

The following table presents our liabilities measured at fair value using significant unobservable inputs (Level 3), as of December 31, 2021 (amounts in thousands):

 

Balance, December 31, 2020

 

$

10,208

 

Change in fair value of contingent purchase price consideration

   during the period

 

 

11,481

 

Achievement of 4-AB contingent milestones

 

 

(20,000

)

Balance, December 31, 2021

 

$

1,689

 

 

There were no changes in the valuation techniques during the period and there were no transfers into or out of Levels 1 and 2.

In June 2021, the second contingent milestone was achieved pursuant to the terms of the Share Exchange Agreement dated January 10, 2014, by and among us, 4-Antibody AG (“4-AB”), the former shareholders of 4-AB and Vischer AG, as Representative (the "Share Exchange Agreement"), triggering a $10.0 million payment. In July 2021, the third contingent milestone was achieved pursuant to the terms of the Share Exchange Agreement, triggering an additional $10.0 million payment.

The fair value of our outstanding debt balance at December 31, 2021 and 2020 was $13.6 million and $19.9 million, respectively, based on the Level 2 valuation hierarchy of the fair value measurements standard using a present value methodology which was derived by evaluating the nature and terms of each note and considering the prevailing economic and market conditions at

the balance sheet date. The principal amount of our outstanding debt balance at December 31, 2021 and 2020 was $13.8 million and $20.0, respectively.

XML 44 R28.htm IDEA: XBRL DOCUMENT v3.22.0.1
Contingencies
12 Months Ended
Dec. 31, 2021
Commitments And Contingencies Disclosure [Abstract]  
Contingencies

(21) Contingencies

We may currently be, or may become, a party to legal proceedings. While we currently believe that the ultimate outcome of any of these proceedings will not have a material adverse effect on our financial position, results of operations, or liquidity, litigation is subject to inherent uncertainty. Furthermore, litigation consumes both cash and management attention.

XML 45 R29.htm IDEA: XBRL DOCUMENT v3.22.0.1
Benefit Plans
12 Months Ended
Dec. 31, 2021
Compensation And Retirement Disclosure [Abstract]  
Benefit Plans

(22) Benefit Plans

We sponsor a defined contribution 401(k) Savings Plan in the US and a defined contribution Group Personal Pension Plan in the UK (the “Plans”) for all eligible employees, as defined in the Plans. Participants may contribute a portion of their compensation, subject to a maximum annual amount, as established by the applicable taxing authority. Each participant is fully vested in his or her contributions and related earnings and losses. During the years ended December 31, 2021, 2020, and 2019 we made discretionary contributions to the Plans of $1.1 million, $1.1 million, and $922,000, respectively. For the years ended December 31, 2021, 2020, and 2019, we expensed $1.1 million, $1.1 million, and $922,000, respectively, related to the discretionary contribution to the Plans.

XML 46 R30.htm IDEA: XBRL DOCUMENT v3.22.0.1
Geographical Information
12 Months Ended
Dec. 31, 2021
Geographic Information [Abstract]  
Geographical Information

(23) Geographic Information

The following is geographical information regarding our revenues for the years ended December 31, 2021, 2020 and 2019 and our long-lived assets as of December 31, 2021 and 2020 (in thousands):

 

 

 

2021

 

 

2020

 

 

2019

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

United States

 

$

288,961

 

 

$

83,551

 

 

$

149,358

 

Rest of world

 

 

6,704

 

 

 

4,619

 

 

 

690

 

 

 

$

295,665

 

 

$

88,170

 

 

$

150,048

 

 

In the table above, revenue by geographic region is allocated based on the domicile of our respective business operations.

 

 

 

2021

 

 

2020

 

Long-lived Assets:

 

 

 

 

 

 

 

 

United States

 

$

66,225

 

 

$

27,611

 

Rest of world

 

 

3,341

 

 

 

3,302

 

Total

 

$

69,566

 

 

$

30,913

 

 

In the table above, long-lived assets include “Property, plant and equipment, net” and “Other long-term assets” from the consolidated balance sheets, by the geographic location where the asset resides.

 

XML 47 R31.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies (Policies)
12 Months Ended
Dec. 31, 2021
Accounting Policies [Abstract]  
Basis of Presentation and Principles of Consolidation

(a) Basis of Presentation and Principles of Consolidation

The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles and include the accounts of Agenus and our subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. Non-controlling interest in the consolidated financial statements represents the portion of two of our subsidiaries not 100% owned by Agenus. Refer to Note 12 for additional detail.

Segment Information

(b) Segment Information

We are managed and currently operate as two segments. However, we have concluded that our two operating segments meet all three criteria required by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 280, Segment Reporting to be aggregated into one reportable segment. The aggregation of our two operating segments into one reportable segment is consistent with the objectives and basic principles of ASC 280. Our two operating segments have similar economic characteristics and are both similar with respect to the five qualitative characteristics specified in ASC 280. Accordingly, we do not have separately reportable segments as defined by ASC 280.

Use of Estimates

(c) Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. We base those estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances. Actual results could differ from those estimates.

Cash and Cash Equivalents

(d) Cash and Cash Equivalents

We consider all highly liquid investments purchased with maturities at acquisition of three months or less to be cash equivalents. Cash equivalents consist primarily of money market funds and U.S. Treasury Bills.

Concentrations of Credit Risk

(e) Concentrations of Credit Risk

Financial instruments that potentially subject us to concentrations of credit risk are primarily cash equivalents, investments, and accounts receivable. We invest our cash, cash equivalents and short-term investments in accordance with our investment policy, which specifies high credit quality standards and limits the amount of credit exposure from any single issue, issuer, or type of investment. We carry balances in excess of federally insured levels; however, we have not experienced any losses to date from this practice.

Accounts Receivable

(f) Accounts Receivable

Accounts receivable are amounts due from our collaboration partners and customers as a result of research and development and other services provided, as well as milestones achieved. We considered the need for an allowance for doubtful accounts and have concluded that no allowance was needed as of December 31, 2021 and 2020, as the estimated risk of loss on our accounts receivable was determined to be minimal.

Property, Plant and Equipment

(g) Property, Plant and Equipment

Property, plant and equipment, including software developed for internal use, are carried at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Amortization of leasehold improvements is computed over the shorter of the lease term or estimated useful life of the asset. Additions and improvements are capitalized, while repairs and maintenance are charged to expense as incurred. Amortization and depreciation of plant and equipment was $4.6 million, $5.1 million, and $4.8 million, for the years ended December 31, 2021, 2020, and 2019, respectively.

Fair Value of Financial Instruments

(h) Fair Value of Financial Instruments

The estimated fair values of all our financial instruments approximate their carrying amounts in the consolidated balance sheets. The fair value of our outstanding debt is based on a present value methodology. The outstanding principal amount of our debt, including the current portion, was $13.8 million and $20.0 million at December 31, 2021 and 2020, respectively.

Revenue Recognition

(i) Revenue Recognition

We account for revenue in accordance with ASC 606, Revenue from Contracts with Customers (“ASC 606”).

For the years ended December 31, 2021, 2020 and 2019, 74%, 16% and 60%, respectively, of our revenue was earned from one collaboration partner.

In accordance with ASC 606, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration to which we expect to be entitled to receive in exchange for these goods and services. To achieve this core principle, we apply the following five steps:

1) Identify the contract with the customer

A contract with a customer exists when (i) the Company enters into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the related payment terms, (ii) the contract has commercial substance, and (iii) the Company determines that collection of substantially all consideration for goods and services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. The Company applies judgment in determining the customer’s intent and ability to pay, which is based on a variety of factors including the customer’s historical payment experience, or in the case of a new customer, published credit and financial information pertaining to the customer.

2) Identify the performance obligations in the contract

Performance obligations promised in a contract are identified based on the goods and services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the good or service either on its own or together with other available resources, and are distinct in the context of the contract, whereby the transfer of the good or service is separately identifiable from other promises in the contract. To the extent a contract includes multiple promised goods and services, the Company must apply judgment to determine whether promised goods and services are capable of being distinct and are distinct in the context of the contract. If these criteria are not met, the promised goods and services are accounted for as a combined performance obligation.

3) Determine the transaction price

The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring goods and services to the customer. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Any estimates, including the effect of the constraint on variable consideration, are evaluated at each reporting period for any changes. Determining the transaction price requires significant judgment, which is discussed in further detail for each of the Company’s contracts with customers in Note 15.

4) Allocate the transaction price to performance obligations in the contract

If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance

obligation on a relative stand-alone selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct service that forms part of a single performance obligation. The consideration to be received is allocated among the separate performance obligations based on relative stand-alone selling prices. Determining the amount of the transaction price to allocate to each separate performance obligation requires significant judgement, which is discussed in further detail for each of the Company’s contracts with customers in Note 15.

5) Recognize revenue when or as the Company satisfies a performance obligation

The Company satisfies performance obligations either over time or at a point in time. Revenue is recognized over time if either 1) the customer simultaneously receives and consumes the benefits provided by the entity’s performance, 2) the entity’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced, or 3) the entity’s performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date. If the entity does not satisfy a performance obligation over time, the related performance obligation is satisfied at a point in time by transferring the control of a promised good or service to a customer. Examples of control are using the asset to produce goods or services, enhance the value of other assets, settle liabilities, and holding or selling the asset. ASC 606 requires the Company to select a single revenue recognition method for the performance obligation that faithfully depicts the Company’s performance in transferring control of the goods and services. The guidance allows entities to choose between two methods to measure progress toward complete satisfaction of a performance obligation:

 

1.

Output methods - recognize revenue on the basis of direct measurements of the value to the customer of the goods or services transferred to date relative to the remaining goods or services promised under the contract (e.g. surveys of performance completed to date, appraisals of results achieved, milestones reached, time elapsed, and units of produced or units delivered); and

 

 

2.

Input methods - recognize revenue on the basis of the entity’s efforts or inputs to the satisfaction of a performance obligation (e.g., resources consumed, labor hours expended, costs incurred, or time elapsed) relative to the total expected inputs to the satisfaction of that performance obligation.

Licenses of intellectual property: If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenue from non-refundable, up-front fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition.

Milestone payments: At the inception of each arrangement that includes development, regulatory or commercial milestone payments, the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price. ASC 606 suggests two alternatives to use when estimating the amount of variable consideration: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. Whichever method is used, it should be consistently applied throughout the life of the contract; however, it is not necessary for the Company to use the same approach for all contracts. The Company uses the most likely amount method for development and regulatory milestone payments. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis. The Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability or achievement of each such milestone and any related constraint, and if necessary, adjusts its estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment.

Royalties: For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied).

Up-front Fees: Depending on the nature of the agreement, up-front payments and fees may be recorded as deferred revenue upon receipt or when due and may require deferral of revenue recognition to a future period until the Company performs its obligations under these arrangements. Amounts payable to the Company are recorded as accounts receivable when the Company’s right to consideration is unconditional. The Company does not assess whether a contract has a significant financing component if the

expectation at contract inception is such that the period between payment by the customer and the transfer of the promised goods or services to the customer will be one year or less.

Foreign Currency Transactions

(j) Foreign Currency Transactions

Gains and losses from our foreign currency-based accounts and transactions, such as those resulting from the translation and settlement of receivables and payables denominated in foreign currencies, are included in the consolidated statements of operations within other income (expense). We do not currently use derivative financial instruments to manage the risks associated with foreign currency fluctuations. We recorded a foreign currency gain of $1.0 million for the year ended December 31, 2021, a foreign currency loss of $3.1 million for the year ended December 31, 2020, and a foreign currency gain of $0.1 million for the year ended December 31, 2019.

Research and Development

(k) Research and Development

Research and development expenses include the costs associated with our internal research and development activities, including salaries and benefits, share-based compensation, occupancy costs, clinical manufacturing costs, related administrative costs, and research and development conducted for us by outside advisors, such as sponsored university-based research partners and clinical study partners. We account for our internally managed clinical study costs by estimating the total cost to treat a patient in each clinical trial and recognizing this cost based on estimates of when the patient receives treatment, beginning when the patient enrolls in the trial. Research and development expenses also include the cost of clinical trial materials shipped to our research partners. Research and development costs are expensed as incurred.

Share-based Compensation

(l) Share-Based Compensation

We account for share-based compensation in accordance with the provisions of ASC 718, Compensation—Stock Compensation. Share-based compensation expense is recognized based on the estimated grant date fair value. Compensation cost is recognized on a straight-line basis over the requisite service period of the award. Forfeitures are recognized as they occur. See Note 13 for a further discussion on share-based compensation.

Income Taxes

(m) Income Taxes

Income taxes are accounted for under the asset and liability method with deferred tax assets and liabilities recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and net operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which such items are expected to be reversed or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated statement of operations in the period that includes the enactment date. Deferred tax assets are recognized when they are more likely than not expected to be realized.  

Net Loss Per Share

(n) Net Loss Per Share

Basic income and loss per common share are calculated by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our Directors’ Deferred Compensation Plan). Diluted income per common share is calculated by dividing net income attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our Directors’ Deferred Compensation Plan) plus the dilutive effect of outstanding instruments such as warrants, stock options, non-vested shares, convertible preferred stock, and convertible notes. Because we reported a net loss attributable to common stockholders for all periods presented, diluted loss per common share is the same as basic loss per common share, as the effect of utilizing the fully diluted share count would have reduced the net loss per common share. Therefore, the following potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding as of December 31, 2021, 2020, and 2019, as they would be anti-dilutive:

 

 

 

Year Ended

 

 

 

2021

 

 

2020

 

 

2019

 

Warrants

 

 

1,980

 

 

 

1,950

 

 

 

1,400

 

Stock options

 

 

32,764

 

 

 

28,916

 

 

 

27,164

 

Nonvested shares

 

 

1,018

 

 

 

887

 

 

 

2,120

 

Series A-1 convertible preferred stock

 

 

333

 

 

 

333

 

 

 

333

 

Series C-1 convertible preferred stock

 

 

 

 

 

12,459

 

 

 

12,459

 

Goodwill

(o) Goodwill

Goodwill represents the excess of cost over the fair value of net assets of businesses acquired. Goodwill is not amortized, but instead tested for impairment at least annually. Annually we assess whether there is an indication that goodwill is impaired, or more frequently if events and circumstances indicate that the asset might be impaired during the year. We perform our annual impairment test as of October 31 of each year. The first step of our impairment analysis compares the fair value of our reporting units to their net book value to determine if there is an indicator of impairment. We operate as three reporting units. ASC 350, Intangibles, Goodwill and Other states that if the carrying value of a reporting unit is negative, the second step of the impairment test shall be performed to measure the amount of impairment loss, if any, if qualitative factors indicate that it is more likely than not that a goodwill impairment exists. No goodwill impairment has been recognized for the periods presented.

Long-lived Assets

(p) Long-lived Assets

If required based on certain events and circumstances, recoverability of assets to be held and used, other than goodwill and intangible assets not being amortized, is measured by a comparison of the carrying amount of an asset to the undiscounted future net cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset exceeds its estimated future undiscounted cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. Authoritative guidance requires companies to separately report discontinued operations and extends that reporting to a component of an entity that either has been disposed of (by sale, abandonment, or in a distribution to owners) or is classified as held for sale. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.

Leases

(q) Leases

In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases (Topic 842) (“ASC 842”) which supersedes Topic 840, Leases (“ASC 840”). We adopted ASC 842 on January 1, 2019 using the alternative transition method and recorded a cumulative effect adjustment to beginning retained earnings without restating prior periods. We elected the package of practical expedients, which allowed us to carry forward our historical lease classification, our assessment of whether a contract is or contains a lease and our initial direct costs for any leases that existed prior to adoption of the new standard.

At the inception of an agreement, we determine whether the contract contains a lease. If a lease is identified in such arrangement, we recognize a right-of-use asset and liability on our consolidated balance sheet and determine whether the lease should be classified as a finance or operating lease. We have elected not to recognize assets or liabilities for leases with lease terms of 12 months or less.

A lease qualifies as a finance lease if any of the following criteria are met at the inception of the lease: (i) there is a transfer of ownership of the leased asset by the end of the lease term, (ii) we hold an option to purchase the leased asset that we are reasonably certain to exercise, (iii) the lease term is for a major part of the remaining economic life of the leased asset, (iv) the present value of the sum of lease payments equals or exceeds substantially all of the fair value of the leased asset, or (v) the nature of the leased asset is specialized to the point that it is expected to provide the lessor no alternative use at the end of the lease term. All other leases are recorded as operating leases.

Our leases commence when the lessor makes the asset available for our use. Finance and operating lease right-of-use assets and liabilities are recognized at the lease commencement date. Lease liabilities are recognized as the present value of the lease payments over the lease term, net of any future lease incentives to be received, using the discount rate implicit in the lease. If the implicit rate is not readily determinable, as is the case with all our current leases, we utilize our incremental borrowing rate at the lease commencement date. Right-of-use assets are recognized based on the amount of the lease liability, adjusted for any advance lease payments paid, initial direct costs incurred, or lease incentives received prior to commencement. Right-of-use assets are subject to evaluation for impairment or disposal on a basis consistent with other long-lived assets.

Operating lease payments are expensed using the straight-line method as an operating expense over the lease term, unless the right-of-use asset reflects impairment. We will then recognize the amortization of the right-of-use asset on a straight-line basis over the remaining lease term with rent expense still included in operating expense in our consolidated statement of operations.

Finance lease assets are amortized to depreciation expense using the straight-line method over the shorter of the useful life of the related asset or the lease term, unless the lease includes a provision that either (i) results in the transfer of ownership of the underlying asset at the end of the lease term or (ii) includes a purchase option whose exercise is reasonably certain. In either of these instances, the right-of-use asset is amortized over the useful life of the underlying asset. Finance lease payments are bifurcated into (i) a portion that is recorded as imputed interest expense and (ii) a portion that reduces the finance lease liability.

We do not separate lease and non-lease components for any of our current asset classes when determining which lease payments to include in the calculation of its lease assets and liabilities. Variable lease payments are expensed in the period incurred. If a lease includes an option to extend or terminate the lease, we reflect the option in the lease term if it is reasonably certain the option will be exercised. Our right of use assets and lease liabilities generally exclude periods covered by renewal options and include periods covered by early termination options (based on our conclusion that it is not reasonably certain that we will exercise such options).

We account for the sublease of space in our main Lexington, Massachusetts facility from the perspective of a lessor. Our sublease is classified as an operating lease. We record sublease income as a reduction of operating expense.

Operating leases are recorded in “Operating lease right-of-use assets”, “Current portion, operating lease liabilities” and “Operating lease liabilities, net of current portion”, while finance leases are recorded in “Property, plant and equipment, net”, “Other current liabilities” and “Other long-term liabilities” on our consolidated balance sheets.

Recent Accounting Pronouncements

(r) Recent Accounting Pronouncements

 

Recently Issued and Adopted

In December 2019, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 enhances and simplifies multiple aspects of the income tax accounting guidance in ASC 740. We adopted the standard on January 1, 2021. The adoption did not have a material impact on our consolidated financial statements.

 

Recently Issued, Not Yet Adopted

In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350) that will eliminate the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge. Instead, an impairment charge will be based on the excess of a reporting unit’s carrying amount over its fair value. The guidance is effective for the Company in the first quarter of fiscal 2023. Early adoption is permitted. We do not anticipate the adoption of this guidance to have a material impact on our consolidated financial statements, absent any goodwill impairment.

No other new accounting pronouncement issued or effective during the year ended December 31, 2021 had or is expected to have a material impact on our consolidated financial statements or disclosures.

 

XML 48 R32.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies (Tables)
12 Months Ended
Dec. 31, 2021
Accounting Policies [Abstract]  
Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding the following potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding as of December 31, 2021, 2020, and 2019, as they would be anti-dilutive:

 

 

 

Year Ended

 

 

 

2021

 

 

2020

 

 

2019

 

Warrants

 

 

1,980

 

 

 

1,950

 

 

 

1,400

 

Stock options

 

 

32,764

 

 

 

28,916

 

 

 

27,164

 

Nonvested shares

 

 

1,018

 

 

 

887

 

 

 

2,120

 

Series A-1 convertible preferred stock

 

 

333

 

 

 

333

 

 

 

333

 

Series C-1 convertible preferred stock

 

 

 

 

 

12,459

 

 

 

12,459

 

XML 49 R33.htm IDEA: XBRL DOCUMENT v3.22.0.1
Goodwill and Acquired Intangible Assets (Tables)
12 Months Ended
Dec. 31, 2021
Goodwill And Intangible Assets Disclosure [Abstract]  
Schedule of Changes in Goodwill

The following table sets forth the changes in the carrying amount of goodwill for year ended December 31, 2021 (in thousands):

 

Balance, December 31, 2020

 

$

25,452

 

Effect of foreign currency

 

 

(576

)

Balance, December 31, 2021

 

$

24,876

 

Schedule of Acquired Intangible Assets

Acquired intangible assets consisted of the following at December 31, 2021 and 2020 (in thousands):

 

 

 

As of December 31, 2021

 

 

 

Amortization

period

(years)

 

Gross carrying

amount

 

 

Accumulated

amortization

 

 

Net carrying

amount

 

Intellectual Property

 

7-15 years

 

$

16,850

 

 

$

(11,927

)

 

$

4,923

 

Trademarks

 

4-4.5 years

 

 

1,277

 

 

 

(1,047

)

 

 

230

 

Other

 

2-7 years

 

 

2,255

 

 

 

(981

)

 

 

1,274

 

In-process research and development

 

Indefinite

 

 

2,061

 

 

 

 

 

 

2,061

 

Total

 

 

 

$

22,443

 

 

$

(13,955

)

 

$

8,488

 

 

 

 

As of December 31, 2020

 

 

 

Amortization

period

(years)

 

Gross carrying

amount

 

 

Accumulated

amortization

 

 

Net carrying

amount

 

Intellectual Property

 

7-15 years

 

$

17,013

 

 

$

(10,112

)

 

$

6,901

 

Trademarks

 

4.5 years

 

 

1,310

 

 

 

(980

)

 

 

330

 

Other

 

2-6 years

 

 

2,272

 

 

 

(749

)

 

 

1,523

 

In-process research and development

 

Indefinite

 

 

2,132

 

 

 

 

 

 

2,132

 

Total

 

 

 

$

22,727

 

 

$

(11,841

)

 

$

10,886

 

XML 50 R34.htm IDEA: XBRL DOCUMENT v3.22.0.1
Investments (Tables)
12 Months Ended
Dec. 31, 2021
Cash And Cash Equivalents [Abstract]  
Schedule of Cash Equivalents

Cash equivalents and short-term investments consisted of the following as of December 31, 2021 and 2020 (in thousands):

 

 

 

December 31, 2021

 

 

December 31, 2020

 

 

 

Cost

 

 

Estimated

Fair Value

 

 

Cost

 

 

Estimated

Fair Value

 

Institutional Money Market Funds

 

$

219,903

 

 

$

219,903

 

 

$

64,256

 

 

$

64,256

 

U.S. Treasury Bills

 

 

34,989

 

 

 

34,989

 

 

 

20,000

 

 

 

20,000

 

Total

 

$

254,892

 

 

$

254,892

 

 

$

84,256

 

 

$

84,256

 

XML 51 R35.htm IDEA: XBRL DOCUMENT v3.22.0.1
Restricted Cash (Tables)
12 Months Ended
Dec. 31, 2021
Cash And Cash Equivalents [Abstract]  
Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash

The following table provides a reconciliation of cash, cash equivalents and restricted cash that agrees to the total of the aforementioned amounts shown in our consolidated statements of cash flows as of December 31, 2021, 2020 and 2019, respectively (in thousands):

 

 

2021

 

 

2020

 

 

2019

 

Cash and cash equivalents

 

$

291,931

 

 

$

99,871

 

 

$

61,808

 

Restricted cash

 

 

2,669

 

 

 

2,634

 

 

 

 

Cash, cash equivalents and restricted cash

 

$

294,600

 

 

$

102,505

 

 

$

61,808

 

XML 52 R36.htm IDEA: XBRL DOCUMENT v3.22.0.1
Property, Plant and Equipment (Tables)
12 Months Ended
Dec. 31, 2021
Property Plant And Equipment [Abstract]  
Schedule of Property, Plant and Equipment, net

Property, plant and equipment, net as of December 31, 2021 and 2020 consist of the following (in thousands):

 

 

 

2021

 

 

2020

 

 

Estimated

Depreciable

Lives

Land

 

$

17,969

 

 

$

2,230

 

 

Indefinite

Building and building improvements

 

 

5,630

 

 

 

5,630

 

 

35 years

Furniture, Fixtures, and other

 

 

4,874

 

 

 

5,866

 

 

3 to 10 years

Laboratory, manufacturing and transportation equipment

 

 

27,095

 

 

 

22,855

 

 

4 to 10 years

Leasehold improvements

 

 

45,496

 

 

 

28,390

 

 

2 to 12 years

Software and computer equipment

 

 

9,504

 

 

 

9,020

 

 

3 years

 

 

 

110,568

 

 

 

73,991

 

 

 

Less accumulated depreciation and amortization

 

 

(50,539

)

 

 

(47,201

)

 

 

Total

 

$

60,029

 

 

$

26,790

 

 

 

XML 53 R37.htm IDEA: XBRL DOCUMENT v3.22.0.1
Income Taxes (Tables)
12 Months Ended
Dec. 31, 2021
Income Tax Disclosure [Abstract]  
Schedule of Deferred Tax Assets and Liabilities

The tax effect of temporary differences and net operating loss and tax credit carryforwards that give rise to significant portions of the deferred tax assets and deferred tax liabilities as of December 31, 2021 and 2020 are presented below (in thousands).

 

 

 

2021

 

 

2020

 

Deferred tax assets:

 

 

 

 

 

 

 

 

U.S. Federal and State net operating loss carryforwards

 

$

171,848

 

 

$

168,786

 

Foreign net operating loss carryforwards

 

 

6,608

 

 

 

5,302

 

Research and development tax credits

 

 

10,577

 

 

 

14,314

 

Share-based compensation

 

 

5,383

 

 

 

4,846

 

Intangible Assets

 

 

33,511

 

 

 

39,477

 

Interest expense carryforward

 

 

11,319

 

 

 

7,114

 

Deferred Revenue

 

 

51,256

 

 

 

58,796

 

Lease Liability

 

 

9,945

 

 

 

8,389

 

Other

 

 

5,285

 

 

 

4,768

 

Total deferred tax assets

 

 

305,732

 

 

 

311,792

 

Less: valuation allowance

 

 

(297,831

)

 

 

(303,747

)

Net deferred tax assets

 

 

7,901

 

 

 

8,045

 

Foreign intangible assets

 

 

(940

)

 

 

(1,052

)

Right of use asset

 

 

(6,946

)

 

 

(7,852

)

Other

 

 

(1,017

)

 

 

(192

)

Deferred tax liabilities

 

 

(8,903

)

 

 

(9,096

)

Net deferred tax liability

 

$

(1,002

)

 

$

(1,051

)

 

Schedule of Effective Income Tax Rate Reconciliation

Income tax benefit was nil for the years ended December 31, 2021, 2020 and 2019. Income taxes recorded differed from the amounts computed by applying the U.S. Federal income tax rate of 21% to loss before income taxes as a result of the following (in thousands).

 

 

 

2021

 

 

2020

 

 

2019

 

Computed “expected” Federal tax benefit

 

$

(5,976

)

 

$

(38,706

)

 

$

(23,413

)

(Increase) reduction in income taxes benefit resulting from:

 

 

 

 

 

 

 

 

 

 

 

 

Change in valuation allowance

 

 

(5,916

)

 

 

41,519

 

 

 

7,913

 

(Decrease) increase due to uncertain tax positions

 

 

1,674

 

 

 

(764

)

 

 

(64

)

Foreign income inclusion

 

 

 

 

 

3,570

 

 

 

 

Loan forgiveness

 

 

(1,301

)

 

 

 

 

 

 

State and local income benefit, net of Federal income tax

   benefit

 

 

9,242

 

 

 

(4,675

)

 

 

4,144

 

Equity based compensation

 

 

2,290

 

 

 

1,883

 

 

 

1,367

 

Foreign rate differential

 

 

(277

)

 

 

629

 

 

 

(564

)

Change in fair value contingent consideration

 

 

2,343

 

 

 

287

 

 

 

1,219

 

Other, net

 

 

(2,079

)

 

 

(3,743

)

 

 

9,398

 

Income tax benefit

 

$

 

 

$

 

 

$

 

Summary of Income Tax Contingencies

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (in thousands):

 

 

 

2021

 

 

2020

 

 

2019

 

Balance, January 1

 

$

3,614

 

 

$

4,292

 

 

$

4,356

 

Increase (decrease) related to current year positions

 

 

(484

)

 

 

88

 

 

 

122

 

Increase (decrease) related to previously recognized positions

 

 

18

 

 

 

(766

)

 

 

(186

)

Balance, December 31

 

$

3,148

 

 

$

3,614

 

 

$

4,292

 

XML 54 R38.htm IDEA: XBRL DOCUMENT v3.22.0.1
Accrued Liabilities (Tables)
12 Months Ended
Dec. 31, 2021
Other Liabilities Disclosure [Abstract]  
Schedule of Accrued Liabilities

Accrued liabilities consist of the following as of December 31, 2021 and 2020 (in thousands):

 

 

 

December 31, 2021

 

 

December 31, 2020

 

Payroll

 

$

14,206

 

 

$

7,643

 

Professional fees

 

 

6,433

 

 

 

4,457

 

Contract manufacturing costs

 

 

5,824

 

 

 

6,274

 

Research services

 

 

8,550

 

 

 

4,649

 

Other

 

 

7,078

 

 

 

6,034

 

Total

 

$

42,091

 

 

$

29,057

 

XML 55 R39.htm IDEA: XBRL DOCUMENT v3.22.0.1
Non-controlling Interest (Tables)
12 Months Ended
Dec. 31, 2021
Noncontrolling Interest [Abstract]  
Schedule Of Approximate Interests In Certain Consolidated Subsidiaries

Non-controlling interest recorded in our consolidated financial statements for the years ended December 31, 2021, 2020 and 2019, relates to the following approximate interests in certain consolidated subsidiaries, which we do not own.

 

 

2021

 

 

2020

 

 

2019

 

MiNK Therapeutics, Inc.

 

 

21

%

 

 

19

%

 

 

19

%

SaponiQx, Inc.

 

 

27

%

 

 

6

%

 

 

0

%

Schedule Of Changes In Non-controlling Interest

Changes in non-controlling interest for the years ended December 31, 2021, 2020 and 2019 were as follows (in thousands):

 

 

2021

 

 

2020

 

 

2019

 

Beginning balance

 

$

(7,826

)

 

$

(5,981

)

 

$

(2,078

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss attributable to non-controlling interest

 

 

(4,798

)

 

 

(1,977

)

 

 

(3,903

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Other items:

 

 

 

 

 

 

 

 

 

 

 

 

Sale of subsidiary shares in an initial public offering

 

 

21,230

 

 

 

 

 

 

 

Issuance of subsidiary shares to non-controlling interest

 

 

3,243

 

 

 

132

 

 

 

 

Subsidiary share-based compensation

 

 

1,620

 

 

 

 

 

 

 

Total other items

 

 

26,093

 

 

 

132

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ending balance

 

$

13,469

 

 

$

(7,826

)

 

$

(5,981

)

XML 56 R40.htm IDEA: XBRL DOCUMENT v3.22.0.1
Share-Based Compensation Plans (Tables)
12 Months Ended
Dec. 31, 2021
Share Based Compensation [Abstract]  
Weighted Average Assumptions used to Estimate Fair Value of Options Granted

The fair value of each option granted during the periods was estimated on the date of grant using the following weighted average assumptions:

 

 

 

2021

 

 

2020

 

 

2019

 

Expected volatility

 

 

49

%

 

 

66

%

 

 

64

%

Expected term in years

 

 

4

 

 

 

6

 

 

 

5

 

Risk-free interest rate

 

 

0.8

%

 

 

0.8

%

 

 

1.8

%

Dividend yield

 

 

0

%

 

 

0

%

 

 

0

%

 

Schedule of Stock Option Activity

A summary of option activity for 2021 is presented below:

 

 

 

Options

 

 

Weighted

Average

Exercise

Price

 

 

Weighted

Average

Remaining

Contractual

Term

(in years)

 

 

Aggregate

Intrinsic

Value

 

Outstanding at December 31, 2020

 

 

28,966,901

 

 

$

3.70

 

 

 

 

 

 

 

 

 

Granted

 

 

9,005,010

 

 

 

3.58

 

 

 

 

 

 

 

 

 

Exercised

 

 

(2,502,716

)

 

 

3.40

 

 

 

 

 

 

 

 

 

Forfeited

 

 

(1,837,019

)

 

 

3.29

 

 

 

 

 

 

 

 

 

Expired

 

 

(868,089

)

 

 

5.17

 

 

 

 

 

 

 

 

 

Outstanding at December 31, 2021

 

 

32,764,087

 

 

 

3.66

 

 

 

7.25

 

 

$

6,309,552

 

Vested or expected to vest at December 31, 2021

 

 

32,764,087

 

 

 

3.66

 

 

 

7.25

 

 

$

6,309,552

 

Exercisable at December 31, 2021

 

 

17,509,054

 

 

$

3.84

 

 

 

6.19

 

 

$

3,832,406

 

 

Summary of Non-vested Stock Activity

A summary of non-vested stock activity for 2021 is presented below:

 

 

 

Nonvested

Shares

 

 

Weighted

Average

Grant Date

Fair Value

 

Outstanding at December 31, 2020

 

 

886,816

 

 

$

2.14

 

Granted

 

 

2,025,701

 

 

 

3.28

 

Vested

 

 

(1,826,132

)

 

 

3.17

 

Forfeited

 

 

(68,334

)

 

 

3.79

 

Outstanding at December 31, 2021

 

 

1,018,051

 

 

$

2.39

 

Schedule of Share-Based Compensation Expense

The impact on our results of operations from share-based compensation for the years ended December 31, 2021, 2020, and 2019, was as follows (in thousands).

 

 

 

Year Ended

 

 

 

2021

 

 

2020

 

 

2019

 

Research and development

 

$

4,528

 

 

$

3,758

 

 

$

3,873

 

General and administrative

 

 

14,606

 

 

 

6,363

 

 

 

6,019

 

Total share-based compensation expense

 

$

19,134

 

 

$

10,121

 

 

$

9,892

 

XML 57 R41.htm IDEA: XBRL DOCUMENT v3.22.0.1
Revenue from Contracts with Customers (Tables)
12 Months Ended
Dec. 31, 2021
Collaboration [Abstract]  
Summary of Disaggregation of Revenue

The following table presents revenue (in thousands) for years ended December 31, 2021, 2020 and 2019, disaggregated by geographic region and revenue type. Revenue by geographic region is allocated based on the domicile of our respective business operations.

 

 

 

 

Year ended December 31, 2021

 

 

 

United States

 

 

Rest of World

 

 

Total

 

Revenue Type

 

 

 

 

 

 

 

 

 

 

 

 

License fees and milestones

 

$

220,000

 

 

$

 

 

$

220,000

 

Clinical product revenue

 

 

587

 

 

 

 

 

 

587

 

Research and development services

 

 

1,476

 

 

 

 

 

 

1,476

 

Other services

 

 

 

 

 

6,704

 

 

 

6,704

 

Recognition of deferred research and development revenue

 

 

22,359

 

 

 

 

 

 

22,359

 

Recognition of deferred grant revenue

 

 

184

 

 

 

 

 

 

184

 

Non-cash royalties

 

 

44,355

 

 

 

 

 

 

44,355

 

 

 

$

288,961

 

 

$

6,704

 

 

$

295,665

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year ended December 31, 2020

 

Revenue Type

 

 

 

 

 

 

 

 

 

 

 

 

License fees and milestones

 

$

22,857

 

 

$

 

 

$

22,857

 

Research and development services

 

 

754

 

 

 

 

 

 

754

 

Other services

 

 

 

 

 

4,619

 

 

 

4,619

 

Recognition of deferred research and development revenue

 

 

12,304

 

 

 

 

 

 

12,304

 

Recognition of deferred grant revenue

 

 

91

 

 

 

 

 

 

91

 

Non-cash royalties and milestones

 

 

47,545

 

 

 

 

 

 

47,545

 

 

 

$

83,551

 

 

$

4,619

 

 

$

88,170

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year ended December 31, 2019

 

Revenue Type

 

 

 

 

 

 

 

 

 

 

 

 

License fees and milestones

 

$

75,500

 

 

$

 

 

$

75,500

 

Research and development services

 

 

1,707

 

 

 

 

 

 

1,707

 

Royalty sales milestone

 

 

15,100

 

 

 

 

 

 

15,100

 

Manufacturing services

 

 

3,337

 

 

 

 

 

 

3,337

 

Recognition of deferred research and development revenue

 

 

22,638

 

 

 

 

 

 

22,638

 

Recognition of deferred grant revenue

 

 

652

 

 

 

690

 

 

 

1,342

 

Non-cash royalties

 

 

30,424

 

 

 

 

 

 

30,424

 

 

 

$

149,358

 

 

$

690

 

 

$

150,048

 

Schedule of Information about Contract Assets and Contract Liabilities from Contracts with Customers

The following table provides information about contract liabilities from contracts with customers (in thousands):

 

Year ended December 31, 2021

 

Balance at beginning of period

 

 

Additions

 

 

Deductions

 

 

Balance at end of period

 

Contract liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred revenue

 

$

45,284

 

 

$

761

 

 

$

(22,420

)

 

$

23,625

 

XML 58 R42.htm IDEA: XBRL DOCUMENT v3.22.0.1
Leases (Tables)
12 Months Ended
Dec. 31, 2021
Leases [Abstract]  
Schedule of Components of Lease Cost Recorded in Condensed Consolidated Statement of Operations

The components of lease cost recorded in our consolidated statement of operations were as follows (in thousands):

 

 

 

Year ended December 31,

 

 

 

2021

 

 

2020

 

 

2019

 

Operating lease cost

 

$

8,878

 

 

$

4,698

 

 

$

2,551

 

Finance lease cost

 

 

407

 

 

 

375

 

 

 

221

 

Variable lease cost

 

 

1,826

 

 

 

1,887

 

 

 

1,414

 

Sublease income

 

 

(595

)

 

 

(578

)

 

 

(561

)

      Net lease cost

 

$

10,516

 

 

$

6,382

 

 

$

3,625

 

Schedule of Supplemental Balance Sheet Information Related to Lease

The following table presents supplemental balance sheet information related to our leases as of December 31, 2021 and 2020 (in thousands):

 

 

 

As of December 31, 2021

 

 

As of December 31, 2020

 

Operating Leases

 

 

 

 

 

 

 

 

Operating lease right-of-use assets

 

$

31,054

 

 

$

33,480

 

      Total operating lease right-of-use assets

 

 

31,054

 

 

 

33,480

 

 

 

 

 

 

 

 

 

 

Current portion, operating lease liabilities

 

 

2,627

 

 

 

1,950

 

Operating lease liabilities, net of current portion

 

 

42,109

 

 

 

34,065

 

      Total operating lease liabilities

 

 

44,736

 

 

 

36,015

 

 

 

 

 

 

 

 

 

 

Finance Leases

 

 

 

 

 

 

 

 

Property, plant and equipment, net

 

 

2,663

 

 

 

2,231

 

      Total finance lease right-of-use assets

 

 

2,663

 

 

 

2,231

 

 

 

 

 

 

 

 

 

 

Other current liabilities

 

 

335

 

 

 

746

 

Other long-term liabilities

 

 

318

 

 

 

66

 

      Total finance lease liabilities

 

$

653

 

 

$

812

 

Schedule of Maturities of Operating Lease Liabilities in Accordance With ASC 842

Maturities of our operating lease liabilities as of December 31, 2021 were as follows (in thousands):

 

Year

 

Operating Leases

 

 

Finance leases

 

 

Expected sublease receipts

 

 

Net future lease commitments

 

2022

 

$

(7,209

)

 

$

373

 

 

$

(613

)

 

$

(7,449

)

2023

 

 

9,568

 

 

 

248

 

 

 

 

 

 

 

9,816

 

2024

 

 

8,357

 

 

 

88

 

 

 

 

 

 

 

8,445

 

2025

 

 

8,544

 

 

 

 

 

 

 

 

 

 

 

8,544

 

2026

 

 

8,219

 

 

 

 

 

 

 

 

 

 

 

8,219

 

Thereafter

 

 

77,418

 

 

 

 

 

 

 

 

 

 

 

77,418

 

   Total

 

$

104,897

 

 

$

709

 

 

$

(613

)

 

$

104,993

 

      Less imputed interest

 

 

(60,161

)

 

 

(56

)

 

 

 

 

 

 

 

 

Present value of lease liabilities

 

$

44,736

 

 

$

653

 

 

 

 

 

 

 

 

 

Schedule of Weighted-Average Remaining Lease Terms and Discount Rates Related to Leases

The weighted-average remaining lease terms and discount rates related to our leases were as follows:

 

 

 

December 31, 2021

 

 

 

Operating

 

 

Finance

 

Weighted average remaining lease term (in years)

 

 

12.0

 

 

 

2.0

 

Weighted average discount rate

 

 

11.6

%

 

 

8.4

%

XML 59 R43.htm IDEA: XBRL DOCUMENT v3.22.0.1
Debt (Tables)
12 Months Ended
Dec. 31, 2021
Debt Disclosure [Abstract]  
Schedule of Debt Obligations

Debt obligations consisted of the following as of December 31, 2021 and 2020 (in thousands):

 

Debt instrument

 

Balance at

December 31,

2021

 

Current Portion:

 

 

 

 

Debentures

 

$

146

 

Other

 

 

582

 

Long-term Portion:

 

 

 

 

2015 Subordinated Notes

 

 

12,823

 

Total

 

$

13,551

 

 

Debt instrument

 

Balance at

December 31,

2020

 

Current Portion:

 

 

 

 

Debentures

 

$

146

 

Other

 

 

687

 

Long-term Portion:

 

 

 

 

2015 Subordinated Notes

 

 

12,682

 

Other

 

 

6,197

 

Total

 

$

19,712

 

XML 60 R44.htm IDEA: XBRL DOCUMENT v3.22.0.1
Liability Related to the Sale of Future Royalties and Milestones (Tables)
12 Months Ended
Dec. 31, 2021
Liability Related To Sale Of Future Royalties And Milestones [Abstract]  
Schedule of Liability Account

 

The following table shows the activity within the liability account in the year ended December 31, 2021 and for the period from the inception of the royalty transactions to December 31, 2021 (in thousands):

 

 

 

Year ended December 31, 2021

 

 

Period from inception to December 31, 2021

 

Liability related to sale of future royalties and milestones - beginning balance

 

$

234,041

 

 

$

 

Proceeds from sale of future royalties and milestones

 

 

 

 

 

205,000

 

Non-cash royalty and milestone revenue

 

 

(44,355

)

 

 

(139,634

)

Non-cash interest expense recognized

 

 

64,419

 

 

 

188,739

 

Liability related to sale of future royalties and milestones - ending balance

 

 

254,105

 

 

 

254,105

 

Less: unamortized transaction costs

 

 

(357

)

 

 

(357

)

Liability related to sale of future royalties and milestones, net

 

$

253,748

 

 

$

253,748

 

XML 61 R45.htm IDEA: XBRL DOCUMENT v3.22.0.1
Fair Value Measurements (Tables)
12 Months Ended
Dec. 31, 2021
Fair Value Disclosures [Abstract]  
Schedule of Weighted Average Values of Contingent Purchase Milestones and Credit Spread

The significant unobservable inputs include the anticipated timelines to achieve the contingent purchase milestones and our estimated credit spread, the weighted average values of which (weighted based on the value of each contingent liability), as of December 31, 2021 and 2020, are shown in the table below.

 

 

 

December 31, 2021

 

 

December 31, 2020

 

Period of time to achieve milestones (in years)

 

 

2.5

 

 

 

1.3

 

Credit spread

 

 

5.4

%

 

 

5.5

%

Schedule of Liabilities Measured at Fair Value

Liabilities measured at fair value are summarized below (in thousands):

 

Description

 

December 31, 2021

 

 

Quoted Prices in

Active

Markets for

Identical Assets

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contingent purchase price consideration

 

 

1,689

 

 

 

 

 

 

 

 

 

1,689

 

Total

 

$

1,689

 

 

$

 

 

$

 

 

$

1,689

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Description

 

December 31, 2020

 

 

Quoted Prices in

Active

Markets for

Identical Assets

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contingent purchase price consideration

 

 

10,208

 

 

 

 

 

 

 

 

 

10,208

 

Total

 

$

10,208

 

 

$

 

 

$

 

 

$

10,208

 

Schedule of Liabilities Measured at Fair Value Using Significant Unobservable Inputs

The following table presents our liabilities measured at fair value using significant unobservable inputs (Level 3), as of December 31, 2021 (amounts in thousands):

 

Balance, December 31, 2020

 

$

10,208

 

Change in fair value of contingent purchase price consideration

   during the period

 

 

11,481

 

Achievement of 4-AB contingent milestones

 

 

(20,000

)

Balance, December 31, 2021

 

$

1,689

 

XML 62 R46.htm IDEA: XBRL DOCUMENT v3.22.0.1
Geographical Information (Tables)
12 Months Ended
Dec. 31, 2021
Geographic Information [Abstract]  
Revenue by Geographic Areas

The following is geographical information regarding our revenues for the years ended December 31, 2021, 2020 and 2019 and our long-lived assets as of December 31, 2021 and 2020 (in thousands):

 

 

 

2021

 

 

2020

 

 

2019

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

United States

 

$

288,961

 

 

$

83,551

 

 

$

149,358

 

Rest of world

 

 

6,704

 

 

 

4,619

 

 

 

690

 

 

 

$

295,665

 

 

$

88,170

 

 

$

150,048

 

Long-lived Assets by Geographic Areas

In the table above, revenue by geographic region is allocated based on the domicile of our respective business operations.

 

 

 

2021

 

 

2020

 

Long-lived Assets:

 

 

 

 

 

 

 

 

United States

 

$

66,225

 

 

$

27,611

 

Rest of world

 

 

3,341

 

 

 

3,302

 

Total

 

$

69,566

 

 

$

30,913

 

XML 63 R47.htm IDEA: XBRL DOCUMENT v3.22.0.1
Description of Business (Narrative) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Description Of Business [Abstract]    
Cash, cash equivalents and short term investment $ 306,900  
Increase in cash and cash equivalents 207,100  
Accumulated deficit $ 1,489,833 $ 1,465,907
XML 64 R48.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies (Basis of Presentation and Principles of Consolidation) (Narrative) (Details)
12 Months Ended
Dec. 31, 2021
Subsidiary
Accounting Policies [Abstract]  
Number of subsidiaries not 100% owned 2
Percentage of subsidiaries not owned 100.00%
XML 65 R49.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies (Segment Information) (Narrative) (Details)
12 Months Ended
Dec. 31, 2021
Segment
Accounting Policies [Abstract]  
Number of operating segments 2
Number of reportable segment 1
XML 66 R50.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies (Accounts Receivable) (Narrative) (Details) - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Accounting Policies [Abstract]    
Allowance for doubtful accounts receivable $ 0 $ 0
XML 67 R51.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies (Property, Plant and Equipment) (Narrative) (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Accounting Policies [Abstract]      
Depreciation $ 4.6 $ 5.1 $ 4.8
XML 68 R52.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies (Fair Value of Financial Instruments) (Narrative) (Details) - USD ($)
$ in Millions
Dec. 31, 2021
Dec. 31, 2020
Accounting Policies [Abstract]    
Long-term Debt, Gross $ 13.8 $ 20.0
XML 69 R53.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies (Revenue Recognition) (Narrative) (Details)
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
One collaboration partner [Member] | Customer Concentration Risk [Member] | Revenue [Member]      
Concentration Risk [Line Items]      
Concentration risk, percentage 74.00% 16.00% 60.00%
XML 70 R54.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies (Foreign Currency Transactions) (Narrative) (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Foreign Currency [Abstract]      
Foreign Currency Transaction Gain (Loss), before Tax $ 1.0 $ (3.1) $ 0.1
XML 71 R55.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies (Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding) (Details) - shares
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Warrants [Member]      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount 1,980 1,950 1,400
Stock Options [Member]      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount 32,764 28,916 27,164
Non-vested Shares [Member]      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount 1,018 887 2,120
Series A-1 convertible preferred stock [Member]      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount 333 333 333
Series C-1 convertible preferred stock [Member]      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount   12,459 12,459
XML 72 R56.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies (Goodwill) (Narrative) (Details)
12 Months Ended
Dec. 31, 2021
USD ($)
Accounting Policies [Abstract]  
Impairment of goodwill $ 0
XML 73 R57.htm IDEA: XBRL DOCUMENT v3.22.0.1
Summary of Significant Accounting Policies (Recent Accounting Pronouncements) (Narrative) (Details) - ASU 2019-12 [Member]
Dec. 31, 2021
Summary Of Significant Accounting Policies [Line Items]  
Change in accounting principle, accounting standards update, adoption date Jan. 01, 2021
Change in accounting principle, accounting standards update, adopted true
Change in accounting principle, accounting standards update, immaterial effect true
XML 74 R58.htm IDEA: XBRL DOCUMENT v3.22.0.1
Business Acquisitions (Narrative) (Details)
12 Months Ended
Dec. 23, 2015
USD ($)
$ / shares
Feb. 12, 2014
USD ($)
Dec. 31, 2021
Milestone
4-antibody acquisition [Member]      
Business Acquisition [Line Items]      
Contingent Consideration   $ 40,000,000.0  
Number of remaining milestones achieved | Milestone     2
PhosImmune Inc. [Member]      
Business Acquisition [Line Items]      
Contingent Consideration $ 35,000,000.0    
Contingent Milestone 1 [Member] | 4-antibody acquisition [Member]      
Business Acquisition [Line Items]      
Contingent Consideration   20,000,000.0  
Market Capitalization   $ 300,000,000.0  
Debt Instrument, Redemption, Threshold Trading Days   10 days  
Contingent Milestone 1 [Member] | PhosImmune Inc. [Member]      
Business Acquisition [Line Items]      
Contingent Consideration $ 5,000,000.0    
Debt Instrument, Redemption, Threshold Trading Days 60 days    
Trading Price of our Common Stock | $ / shares $ 8.00    
Business combination, milestone expiration unachieved period Dec. 23, 2020    
Contingent Milestone 2 [Member] | 4-antibody acquisition [Member]      
Business Acquisition [Line Items]      
Contingent Consideration   $ 10,000,000.0  
Market Capitalization   $ 750,000,000.0  
Debt Instrument, Redemption, Threshold Trading Days   30 days  
Contingent Milestone 2 [Member] | PhosImmune Inc. [Member]      
Business Acquisition [Line Items]      
Contingent Consideration $ 15,000,000.0    
Debt Instrument, Redemption, Threshold Trading Days 60 days    
Trading Price of our Common Stock | $ / shares $ 13.00    
Contingent Milestone 3 [Member] | 4-antibody acquisition [Member]      
Business Acquisition [Line Items]      
Contingent Consideration   $ 10,000,000.0  
Market Capitalization   $ 1,000,000,000.0  
Debt Instrument, Redemption, Threshold Trading Days   30 days  
Contingent Milestone 3 [Member] | PhosImmune Inc. [Member]      
Business Acquisition [Line Items]      
Contingent Consideration $ 15,000,000.0    
Debt Instrument, Redemption, Threshold Trading Days 60 days    
Trading Price of our Common Stock | $ / shares $ 19.00    
XML 75 R59.htm IDEA: XBRL DOCUMENT v3.22.0.1
Goodwill and Acquired Intangible Assets (Schedule of Changes in Goodwill) (Details)
$ in Thousands
12 Months Ended
Dec. 31, 2021
USD ($)
Goodwill [Roll Forward]  
Beginning balance $ 25,452
Effect of foreign currency (576)
Ending balance $ 24,876
XML 76 R60.htm IDEA: XBRL DOCUMENT v3.22.0.1
Goodwill and Acquired Intangible Assets (Acquired Intangible Assets) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]    
Intangible Assets, Gross (Excluding Goodwill) $ 22,443 $ 22,727
Accumulated amortization (13,955) (11,841)
Net carrying amount 8,488 10,886
Indefinite-lived Intangible Assets Acquired 2,061 2,132
Intellectual Property [Member]    
Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount 16,850 17,013
Accumulated amortization (11,927) (10,112)
Net carrying amount $ 4,923 $ 6,901
Intellectual Property [Member] | Minimum [Member]    
Finite-Lived Intangible Assets [Line Items]    
Amortization period (years) 7 years 7 years
Intellectual Property [Member] | Maximum [Member]    
Finite-Lived Intangible Assets [Line Items]    
Amortization period (years) 15 years 15 years
Trademarks [Member]    
Finite-Lived Intangible Assets [Line Items]    
Amortization period (years)   4 years 6 months
Gross carrying amount $ 1,277 $ 1,310
Accumulated amortization (1,047) (980)
Net carrying amount $ 230 330
Trademarks [Member] | Minimum [Member]    
Finite-Lived Intangible Assets [Line Items]    
Amortization period (years) 4 years  
Trademarks [Member] | Maximum [Member]    
Finite-Lived Intangible Assets [Line Items]    
Amortization period (years) 4 years 6 months  
Other [Member]    
Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount $ 2,255 2,272
Accumulated amortization (981) (749)
Net carrying amount $ 1,274 $ 1,523
Other [Member] | Minimum [Member]    
Finite-Lived Intangible Assets [Line Items]    
Amortization period (years) 2 years 2 years
Other [Member] | Maximum [Member]    
Finite-Lived Intangible Assets [Line Items]    
Amortization period (years) 7 years 6 years
XML 77 R61.htm IDEA: XBRL DOCUMENT v3.22.0.1
Goodwill and Acquired Intangible Assets (Narrative) (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Goodwill And Intangible Assets Disclosure [Abstract]      
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life 9 years    
Amortization expense $ 2.1 $ 2.4 $ 2.0
Finite-Lived Intangible Assets, Estimated Amortization Expense, 2022 2.2    
Finite-Lived Intangible Assets, Estimated Amortization Expense, 2023 1.7    
Finite-Lived Intangible Assets, Estimated Amortization Expense, 2024 0.6    
Finite-Lived Intangible Assets, Estimated Amortization Expense, 2025 0.6    
Finite-Lived Intangible Assets, Estimated Amortization Expense, 2026 $ 0.6    
XML 78 R62.htm IDEA: XBRL DOCUMENT v3.22.0.1
Investments (Schedule of Cash Equivalents and Short Term Investments) (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Cash And Cash Equivalents [Line Items]    
Cash equivalents and short term investments $ 306,900  
Cost [Member]    
Cash And Cash Equivalents [Line Items]    
Cash equivalents and short term investments 254,892 $ 84,256
Cost [Member] | Institutional Money Market Funds [Member]    
Cash And Cash Equivalents [Line Items]    
Cash equivalents and short term investments 219,903 64,256
Cost [Member] | U.S. Treasury Bills [Member]    
Cash And Cash Equivalents [Line Items]    
Cash equivalents and short term investments 34,989 20,000
Estimated Fair Value [Member]    
Cash And Cash Equivalents [Line Items]    
Cash equivalents and short term investments 254,892 84,256
Estimated Fair Value [Member] | Institutional Money Market Funds [Member]    
Cash And Cash Equivalents [Line Items]    
Cash equivalents and short term investments 219,903 64,256
Estimated Fair Value [Member] | U.S. Treasury Bills [Member]    
Cash And Cash Equivalents [Line Items]    
Cash equivalents and short term investments $ 34,989 $ 20,000
XML 79 R63.htm IDEA: XBRL DOCUMENT v3.22.0.1
Investments Additional Informations (Details)
$ in Thousands
Dec. 31, 2021
USD ($)
Cash And Cash Equivalents [Line Items]  
Cash equivalents $ 239,900
Short-term investments 14,992
Short Term Investments [Member]  
Cash And Cash Equivalents [Line Items]  
Short-term investments $ 15,000
XML 80 R64.htm IDEA: XBRL DOCUMENT v3.22.0.1
Restricted Cash (Narrative) (Details) - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Cash And Cash Equivalents [Abstract]      
Restricted cash $ 2,669,000 $ 2,634,000 $ 0
XML 81 R65.htm IDEA: XBRL DOCUMENT v3.22.0.1
Restricted Cash (Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash) (Details) - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Cash And Cash Equivalents [Abstract]        
Cash and cash equivalents $ 291,931,000 $ 99,871,000 $ 61,808,000  
Restricted cash 2,669,000 2,634,000 0  
Cash, cash equivalents and restricted cash $ 294,600,000 $ 102,505,000 $ 61,808,000 $ 53,054,000
XML 82 R66.htm IDEA: XBRL DOCUMENT v3.22.0.1
Property, Plant and Equipment (Schedule of Property, Plant and Equipment, net) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Gross $ 110,568 $ 73,991
Plant and equipment, accumulated amortization and depreciation (50,539) (47,201)
Property, Plant and Equipment, Net 60,029 26,790
Land [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Gross $ 17,969 2,230
Property, Plant and Equipment, Useful Life Indefinite  
Building and building improvements [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Gross $ 5,630 5,630
Property, Plant and Equipment, Useful Life 35 years  
Furniture, fixtures and other [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Gross $ 4,874 5,866
Furniture, fixtures and other [Member] | Minimum [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Useful Life 3 years  
Furniture, fixtures and other [Member] | Maximum [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Useful Life 10 years  
Laboratory, manufacturing and transportation equipment [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Gross $ 27,095 22,855
Laboratory, manufacturing and transportation equipment [Member] | Minimum [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Useful Life 4 years  
Laboratory, manufacturing and transportation equipment [Member] | Maximum [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Useful Life 10 years  
Leasehold Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Gross $ 45,496 28,390
Leasehold Improvements [Member] | Minimum [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Useful Life 2 years  
Leasehold Improvements [Member] | Maximum [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Useful Life 12 years  
Software and computer equipment [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Gross $ 9,504 $ 9,020
Property, Plant and Equipment, Useful Life 3 years  
XML 83 R67.htm IDEA: XBRL DOCUMENT v3.22.0.1
Income Taxes (Narrative) (Details) - USD ($)
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Operating Loss Carryforwards [Line Items]      
Research and development tax credits $ 10,577,000 $ 14,314,000  
Valuation Allowance, Deferred Tax Asset, Change in Amount (5,916,000) 41,519,000 $ 7,913,000
Income tax benefit $ 0 $ 0 $ 0
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate 21.00% 21.00% 21.00%
Internal Revenue Service (IRS) [Member]      
Operating Loss Carryforwards [Line Items]      
Operating Loss Carryforwards $ 749,300,000    
Operating loss carryforwards that do not expire 152,900,000    
Research and development tax credits $ 8,700,000    
Internal Revenue Service (IRS) [Member] | Minimum [Member]      
Operating Loss Carryforwards [Line Items]      
Research and development tax credits expiration year 2022    
Internal Revenue Service (IRS) [Member] | Maximum [Member]      
Operating Loss Carryforwards [Line Items]      
Research and development tax credits expiration year 2033    
Federal and State [Member] | Minimum [Member]      
Operating Loss Carryforwards [Line Items]      
Operating loss carryforwards expiration year 2022    
Federal and State [Member] | Maximum [Member]      
Operating Loss Carryforwards [Line Items]      
Operating loss carryforwards expiration year 2041    
State and Local Jurisdiction [Member]      
Operating Loss Carryforwards [Line Items]      
Operating Loss Carryforwards $ 231,600,000    
Research and development tax credits 2,200,000    
Investment tax credit $ 211,000    
State and Local Jurisdiction [Member] | Minimum [Member]      
Operating Loss Carryforwards [Line Items]      
Research and development tax credits expiration year 2022    
Investment tax credit expiration year 2022    
State and Local Jurisdiction [Member] | Maximum [Member]      
Operating Loss Carryforwards [Line Items]      
Research and development tax credits expiration year 2029    
Investment tax credit expiration year 2025    
Foreign Tax Authority [Member] | United Kingdom [Member]      
Operating Loss Carryforwards [Line Items]      
Operating Loss Carryforwards $ 11,500,000    
Foreign Tax Authority [Member] | Belgium [Member]      
Operating Loss Carryforwards [Line Items]      
Operating Loss Carryforwards 11,700,000    
Foreign Tax Authority [Member] | Ireland [Member]      
Operating Loss Carryforwards [Line Items]      
Operating Loss Carryforwards 685,000    
Foreign Tax Authority [Member] | Hong Kong [Member]      
Operating Loss Carryforwards [Line Items]      
Operating Loss Carryforwards 289,000    
Worldwide [Member]      
Operating Loss Carryforwards [Line Items]      
Valuation Allowance, Deferred Tax Asset, Change in Amount $ (5,900,000) $ 41,500,000  
XML 84 R68.htm IDEA: XBRL DOCUMENT v3.22.0.1
Income Taxes Deferred tax assets and deferred tax liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Income Tax Disclosure [Abstract]    
U.S. Federal and State net operating loss carryforwards $ 171,848 $ 168,786
Foreign net operating loss carryforwards 6,608 5,302
Research and development tax credits 10,577 14,314
Share-based compensation 5,383 4,846
Intangible Assets 33,511 39,477
Interest expense carryforward 11,319 7,114
Deferred Revenue 51,256 58,796
Lease Liability 9,945 8,389
Other 5,285 4,768
Total deferred tax assets 305,732 311,792
Less: valuation allowance (297,831) (303,747)
Net deferred tax assets 7,901 8,045
Foreign intangible assets (940) (1,052)
Right of use asset (6,946) (7,852)
Other (1,017) (192)
Deferred tax liabilities (8,903) (9,096)
Net deferred tax liability $ (1,002) $ (1,051)
XML 85 R69.htm IDEA: XBRL DOCUMENT v3.22.0.1
Income Taxes Tax rate reconciliation (Details) - USD ($)
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Income Tax Disclosure [Abstract]      
Computed “expected” Federal tax benefit $ (5,976,000) $ (38,706,000) $ (23,413,000)
Change in valuation allowance (5,916,000) 41,519,000 7,913,000
(Decrease) increase due to uncertain tax positions 1,674,000 (764,000) (64,000)
Foreign income inclusion   3,570,000  
Loan forgiveness (1,301,000)    
State and local income benefit, net of Federal income tax benefit 9,242,000 (4,675,000) 4,144,000
Equity based compensation 2,290,000 1,883,000 1,367,000
Foreign rate differential (277,000) 629,000 (564,000)
Change in fair value contingent consideration 2,343,000 287,000 1,219,000
Other, net (2,079,000) (3,743,000) 9,398,000
Income tax benefit $ 0 $ 0 $ 0
XML 86 R70.htm IDEA: XBRL DOCUMENT v3.22.0.1
Income Taxes Unrecognized tax benefits (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Reconciliation of Unrecognized Tax Benefits [Roll Forward]      
Unrecognized Tax Benefits, Beginning balance $ 3,614 $ 4,292 $ 4,356
Increase (decrease) related to current year positions (484) 88 122
Increase (decrease) related to previously recognized positions 18 (766) (186)
Unrecognized Tax Benefits, Ending balance $ 3,148 $ 3,614 $ 4,292
XML 87 R71.htm IDEA: XBRL DOCUMENT v3.22.0.1
Accrued Liabilities (Schedule of Accrued Liabilities) (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Accrued Liabilities Current [Abstract]    
Payroll $ 14,206 $ 7,643
Professional fees 6,433 4,457
Contract manufacturing costs 5,824 6,274
Research services 8,550 4,649
Other 7,078 6,034
Total $ 42,091 $ 29,057
XML 88 R72.htm IDEA: XBRL DOCUMENT v3.22.0.1
Equity (Narrative) (Details) - USD ($)
$ / shares in Units, $ in Thousands
6 Months Ended 12 Months Ended
Jun. 30, 2020
Dec. 31, 2021
Dec. 31, 2020
Jul. 22, 2020
Jun. 19, 2019
Dec. 31, 2013
Class Of Stock [Line Items]            
Common stock, shares authorized   400,000,000 400,000,000   240,000,000  
Shares sold at the market, value   $ 197,648 $ 156,421      
At Market Issuance Sales Agreement [Member] | B. Riley FBR, Inc. [Member] | New Sales Agreement [Member]            
Class Of Stock [Line Items]            
Shares sold at the market, shares       100,000,000    
Net proceeds from issuance of common stock   $ 197,600        
Shares sold at the market, shares   44,200,000        
Shares sold price per share   $ 4.61        
Stock Purchase Agreement [Member] | Betta HK [Member]            
Class Of Stock [Line Items]            
Shares sold at the market, shares 5,000,000.0          
Shares sold at the market, value $ 20,000          
Number of shares purchased, price per share $ 4.03          
Percentage of common stock outstanding shares 2.80%          
Stock purchase agreement, additional shares indisposable period 12 months          
Stock purchase agreement, additional shares, favorable voting period 12 months          
Series A convertible preferred stock [Member]            
Class Of Stock [Line Items]            
Preferred Stock, Redemption Price Per Share           $ 94.86
Preferred Stock, Redemption Amount           $ 31,600
Preferred Stock, Liquidation Preference Per Share           $ 1,000
Preferred Stock, Amount of Preferred Dividends in Arrears   $ 1,800 $ 1,600      
Preferred Stock, Per Share Amounts of Preferred Dividends in Arrears   $ 58.21 $ 51.54      
XML 89 R73.htm IDEA: XBRL DOCUMENT v3.22.0.1
Series C-1 Preferred Stock (Narrative) (Details) - Series C-1 Convertible Preferred Stock [Member] - USD ($)
1 Months Ended
Oct. 31, 2018
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Class Of Stock [Line Items]          
Common stock issued upon conversion of each convertible preferred stock   12,500,000   6,000,000.0  
Series C-1 Convertible Preferred Stock remained outstanding   0 12,459 12,000 18,000
Stock Purchase Agreement [Member] | Certain Institutional Investors [Member]          
Class Of Stock [Line Items]          
Shares sold at the market, shares 18,459        
Number of shares purchased, price per share $ 2,167        
Common stock issued upon conversion of each convertible preferred stock 1,000        
Preferred Stock, Redemption Price Per Share $ 2.167        
Price per share premium to closing price percentage 10.00%        
Aggregate proceeds from issuance of convertible prederred stock $ 40,000,000        
Net proceeds from issuance of convertible preferred stock $ 39,900,000        
XML 90 R74.htm IDEA: XBRL DOCUMENT v3.22.0.1
Non-controlling Interest - Schedule Of Approximate Interests In Certain Consolidated Subsidiaries (Details)
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
MiNK Therapeutics, Inc.      
Minority Interest [Line Items]      
Percentage of Non-controlling interest 21.00% 19.00% 19.00%
SaponiQx, Inc.      
Minority Interest [Line Items]      
Percentage of Non-controlling interest 27.00% 6.00% 0.00%
XML 91 R75.htm IDEA: XBRL DOCUMENT v3.22.0.1
Non-controlling Interest - Schedule Of Changes In Non-controlling Interest (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Minority Interest [Line Items]      
Beginning balance $ (7,826)    
Less: net loss attributable to non-controlling interest (4,798) $ (1,977) $ (3,903)
Sale of subsidiary shares in an initial public offering 22,997    
Issuance of subsidiary shares to noncontrolling interest 10,000 2,374  
Share-based compensation 19,134 10,121 9,892
Ending balance 13,469 (7,826)  
Non-controlling Interest [Member]      
Minority Interest [Line Items]      
Beginning balance (7,826) (5,981) (2,078)
Less: net loss attributable to non-controlling interest (4,798) (1,977) (3,903)
Sale of subsidiary shares in an initial public offering 21,230    
Issuance of subsidiary shares to noncontrolling interest 3,243 132  
Share-based compensation 1,620    
Total other items 26,093 132  
Ending balance $ 13,469 $ (7,826) $ (5,981)
XML 92 R76.htm IDEA: XBRL DOCUMENT v3.22.0.1
Non-controlling Interest - Additional Information (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Minority Interest [Line Items]    
Sale of subsidiary shares in an initial public offering $ 22,997  
Issuance of subsidiary shares to noncontrolling interest 10,000 $ 2,374
MiNK Therapeutics, Inc.    
Minority Interest [Line Items]    
Sale of subsidiary shares in an initial public offering 21,200  
SaponiQx, Inc.    
Minority Interest [Line Items]    
Issuance of subsidiary shares to noncontrolling interest $ 3,200 $ 100
XML 93 R77.htm IDEA: XBRL DOCUMENT v3.22.0.1
Share-Based Compensation Plans (Narrative) (Details) - USD ($)
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Jun. 30, 2019
Jun. 19, 2019
Jun. 10, 2009
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]            
Weighted average grant-date fair value of options granted $ 2.81 $ 2.04 $ 1.77      
Total intrinsic value of options exercised $ 4,200,000 $ 1,200,000 $ 385,000      
Unrecognized share-based compensation expense 32,000,000.0          
Intrinsic value of shares vested $ 5,800,000 621,000 357,000      
Shares issued from vesting of non vested stock $ 3.17          
Shares issued from exercise of options 2,502,716          
Stock Options [Member]            
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]            
Unrecognized share-based compensation expense, weighted average period 2 years 6 months          
Restricted Stock [Member]            
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]            
Unrecognized share-based compensation expense   2,800,000        
Performance Based Award [Member]            
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]            
Unrecognized share-based compensation expense, weighted average period 1 year 9 months 18 days          
2009 EIP [Member]            
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]            
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized 0         29,200,000
Deferred Compensation Arrangement with Individual, Maximum Contractual Term 10 years          
2009 EIP [Member] | Minimum [Member]            
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]            
Vesting period, minimum 3 years          
2009 EIP [Member] | Maximum [Member]            
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]            
Vesting period, minimum 4 years          
2019 EIP [Member]            
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]            
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized         55,200,000  
2009 ESPP [Member]            
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]            
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized 166,666          
Share-Based compensation award by Share-based payment award, purchase price as percent of fair value 85.00%          
Employee stock purchase threshold as a percentage of the total combined voting power of the Company 5.00%          
Share-based compensation awards expiration date Jun. 10, 2019          
2009 ESPP [Member] | Employees and directors [Member]            
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]            
Maximum number of shares allowed to be purchased by employees 3,333          
2019 ESPP [Member]            
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]            
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized 575,000     1,000,000.0    
Shares issued under Director Deferred Compensation Plan 72,081          
Shares credited under Director Deferred Compensation Plan 538,871          
Weighted average stock price of shares credited under Director Deferred Compensation Plan $ 4.35          
2015 IEP [Member]            
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]            
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized 1,500,000          
2009 and 2019 ESPP [Member]            
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]            
Proceeds from Stock Plans $ 9,100,000 $ 4,500,000 $ 1,600,000      
Shares issued under ESPP 241,507 236,855 84,703      
Shares issued from vesting of non vested stock $ 246,481 $ 165,632 $ 129,675      
Shares issued from exercise of options 2,502,716 1,161,757 466,940      
A2020 Employee Bonus            
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]            
Additional share issued for employee bonus 1,579,651          
Share withheld to cover taxes 550,087          
Share issued net 1,029,564          
XML 94 R78.htm IDEA: XBRL DOCUMENT v3.22.0.1
Share-Based Compensation Plans (Schedule of Fair Value of Option Granted Estimated on Date of Grant Using Weighted Average Assumptions) (Details)
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Share Based Compensation [Abstract]      
Expected volatility 49.00% 66.00% 64.00%
Expected term in years 4 years 6 years 5 years
Risk-free interest rate 0.80% 0.80% 1.80%
Dividend yield 0.00% 0.00% 0.00%
XML 95 R79.htm IDEA: XBRL DOCUMENT v3.22.0.1
Share-Based Compensation Plans (Schedule Of Stock Option Activity) (Details)
12 Months Ended
Dec. 31, 2021
USD ($)
$ / shares
shares
Share Based Compensation [Abstract]  
Options Outstanding, Beginning Balance | shares 28,966,901
Options Granted | shares 9,005,010
Options Exercised | shares (2,502,716)
Options Forfeited | shares (1,837,019)
Options Expired | shares (868,089)
Options Outstanding, Ending Balance | shares 32,764,087
Options Vested or expected to vest | shares 32,764,087
Options Exercisable | shares 17,509,054
Options Outstanding, Weighted Average Exercise Price, Beginning Balance | $ / shares $ 3.70
Options Granted, Weighted Average Exercise Price | $ / shares 3.58
Options Exercised, Weighted Average Exercise Price | $ / shares 3.40
Options Forfeited, Weighted Average Exercise Price | $ / shares 3.29
Options Expired, Weighted Average Exercise Price | $ / shares 5.17
Options Outstanding, Weighted Average Exercise Price, Ending Balance | $ / shares 3.66
Options Vested or expected to vest, Weighted Average Exercise Price | $ / shares 3.66
Options Exercisable, Weighted Average Exercise Price | $ / shares $ 3.84
Options Outstanding, Weighted Average Remaining Contractual Term 7 years 3 months
Options Vested or expected to vest, Weighted Average Remaining Contractual Term 7 years 3 months
Options Exercisable, Weighted Average Remaining Contractual Term 6 years 2 months 8 days
Options Outstanding, Aggregate Intrinsic Value | $ $ 6,309,552
Options Vested or expected to vest, Aggregate Intrinsic Value | $ 6,309,552
Options Exercisable, Aggregate Intrinsic Value | $ $ 3,832,406
XML 96 R80.htm IDEA: XBRL DOCUMENT v3.22.0.1
Share-Based Compensation Plans (Summary Of Non-vested Stock Activity) (Details)
12 Months Ended
Dec. 31, 2021
$ / shares
shares
Share Based Compensation [Abstract]  
Non-vested Shares Outstanding, Beginning Balance | shares 886,816
Non-vested Shares Granted | shares 2,025,701
Non-vested Shares Vested | shares (1,826,132)
Non-vested Shares Forfeited | shares (68,334)
Non-vested Shares Outstanding, Ending Balance | shares 1,018,051
Non-vested Shares Outstanding, Weighted Average Grant Date Fair Value, Beginning Balance | $ / shares $ 2.14
Non-vested Shares Granted, Weighted Average Grant Date Fair Value | $ / shares 3.28
Non-vested Shares Vested, Weighted Average Grant Date Fair Value | $ / shares 3.17
Non-vested Shares Forfeited, Weighted Average Grant Date Fair Value | $ / shares 3.79
Non-vested Shares Outstanding, Weighted Average Grant Date Fair Value, Ending Balance | $ / shares $ 2.39
XML 97 R81.htm IDEA: XBRL DOCUMENT v3.22.0.1
Share-Based Compensation Plans (Schedule Of Share-Based Compensation Expense) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]      
Share-based compensation expense $ 19,134 $ 10,121 $ 9,892
Research and Development [Member]      
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]      
Share-based compensation expense 4,528 3,758 3,873
General and Administrative [Member]      
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]      
Share-based compensation expense $ 14,606 $ 6,363 $ 6,019
XML 98 R82.htm IDEA: XBRL DOCUMENT v3.22.0.1
License, Research and Other Agreements (Narrative) (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 25, 2016
Dec. 05, 2014
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Deferred Revenue Arrangement [Line Items]          
Estimate of total payments for clinical trials     $ 486.8    
Clinical trials expense     72.8 $ 64.7 $ 87.7
Cumulative payments for clinical trials     372.5    
Research and Development Expense [Member]          
Deferred Revenue Arrangement [Line Items]          
Clinical trials expense     $ 391.5    
LICR [Member]          
Deferred Revenue Arrangement [Line Items]          
License costs   $ 1.0      
Type of Cost, Good or Service [Extensible List]   License [Member]      
Milestone payments for license costs pre-regulatory approval $ 12.0 $ 20.0      
Milestone payments for license costs post-regulatory approval $ 32.0 $ 80.0      
XML 99 R83.htm IDEA: XBRL DOCUMENT v3.22.0.1
Revenue from Contracts with Customers (Narrative) (Details)
1 Months Ended 3 Months Ended 12 Months Ended
May 17, 2021
USD ($)
Jan. 23, 2019
USD ($)
Dec. 20, 2018
USD ($)
Agreement
Option
Sep. 20, 2018
Feb. 14, 2017
Nov. 30, 2015
Program
Feb. 19, 2015
USD ($)
Program
Jan. 09, 2015
USD ($)
Program
Oct. 31, 2021
USD ($)
Jul. 31, 2021
USD ($)
Jul. 31, 2020
USD ($)
Nov. 30, 2019
USD ($)
Mar. 31, 2012
USD ($)
Jul. 31, 2007
USD ($)
Jul. 31, 2006
USD ($)
Sep. 30, 2018
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Dec. 31, 2019
USD ($)
Dec. 31, 2017
USD ($)
Revenue From Contract With Customer [Line Items]                                        
Revenue recognized                                 $ 295,665,000 $ 88,170,000 $ 150,048,000  
Shares sold at the market, value                                 197,648,000 156,421,000    
Contract with customer, liability, revenue recognized                                 22,420,000      
Asset impairment charges                                 0      
Capitalized contract , cost                                 0      
GSK Supply Agreement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Milestone payments for license costs                             $ 5,000,000.0          
Additional fixed fee for license costs                           $ 7,300,000            
Negotiation right expiry date                         2017-03              
Proceeds from negotiation right                         $ 9,000,000.0              
Proceeds from negotiation right creditable against future royalty payments                         $ 2,500,000              
UroGen License Agreement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Transaction price recognized                       $ 10,000,000.0                
Proceeds from collaborators                       $ 10,000,000.0                
Revenue recognized                                 300,000 63,000 10,000,000.0  
Merck Collaboration and License Agreement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Percentage of future royalties on worldwide product sales       67.00%                                
Potential Payments                                     76,500,000  
GSK Agreements [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Royalty payments on net sales (as a percent)                         2.00%              
Total potential proceeds from license                                       $ 24,300,000
Period to receive license fees                         10 years              
Milestone method revenue recognized                                     15,100,000  
Non-cash royalty revenue recognized                                 $ 44,400,000 46,500,000 30,400,000  
Incyte Corporation [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Transaction price recognized                                     2,000,000.0  
Collaboration Agreement Termination Notice Period                                 12 months      
Number of collaboration agreement programs | Program             4                          
Discovery period of antibodies development and commercialization period             5 years                          
Extended discovery period of antibodies development and commercialization period             3 years                          
Percentage of future royalties on worldwide product sales                                 67.00%      
Receivables for R & D services                                 $ 1,500,000      
Incyte Corporation [Member] | Agenus Inc [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Number of collaboration agreement programs | Program           3                            
License Agreement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Transaction price recognized                                 200,000,000.0      
Proceeds from collaborators                                 200,000,000.0      
Number of license agreement | Agreement     1                                  
Betta Pharmaceuticals Collaboration Agreement [Member] | Betta Pharmaceuticals Co., Ltd [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Upfront payment received                     $ 15,000,000.0                  
Betta Pharmaceuticals Collaboration Agreement [Member] | Betta Pharmaceuticals Co., Ltd [Member] | Fixed Consideration [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Upfront payment received                     15,000,000.0                  
Collaborative Arrangement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Percentage of profit and costs sharing ratio               50.00%                        
Collaborative Arrangement [Member] | Gilead Sciences, Inc. [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Fee received   $ 120,000,000.0                                    
Transaction price recognized                                     20,600,000  
Shares sold at the market, value   $ 30,000,000.0                                    
Collaborative Arrangement [Member] | Incyte Corporation [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Proceeds from collaborators               $ 25,000,000.0                        
Royalty payments on net sales (as a percent)         15.00%                              
Proceeds from milestones recognized                               $ 5,000,000.0        
Upfront payment received related to clinical development             $ 20,000,000.0                          
Option And License Agreements [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Number of separate option and license agreements | Option     2                                  
Upfront license exercise fee     $ 50,000,000.0                                  
Collaboration Agreement Termination Notice Period     90 days                                  
Royalty Purchase Agreement [Member] | Merck Collaboration and License Agreement [Member] | XOMA [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Percentage of sold future royalties right to receive       33.00%                                
Percentage of sold future milestones right to receive       10.00%                                
Royalty Purchase Agreement [Member] | Incyte Corporation [Member] | XOMA [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Percentage of sold future royalties right to receive       33.00%                                
Percentage of sold future milestones right to receive       10.00%                                
Proceeds from milestones recognized                               $ 5,000,000.0        
Development Regulatory And Commercialization Milestones [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Reserved right to elect to co-fund of development costs (as a percent)               30.00%                        
Gilead Collaboration Agreement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Contract with customer, liability, revenue recognized                                 22,400,000      
Contract with customer, net asset liability                                 21,800,000      
Initial transaction price                                 142,500,000      
Maximum [Member] | UroGen License Agreement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Royalty payments on net sales (as a percent)                       20.00%                
Maximum [Member] | Betta Pharmaceuticals Collaboration Agreement [Member] | Betta Pharmaceuticals Co., Ltd [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Aggregate potential milestones receivable                     $ 100,000,000.0                  
Maximum [Member] | Collaborative Arrangement [Member] | Incyte Corporation [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Potential milestone payments receivable                                 450,000,000.0      
Maximum [Member] | Option And License Agreements [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Milestone payments receivable     $ 10,000,000.0                                  
Maximum [Member] | Development Regulatory And Commercialization Milestones [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Royalty payments on net sales (as a percent)               12.00%                        
Minimum [Member] | UroGen License Agreement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Royalty payments on net sales (as a percent)                       14.00%                
Minimum [Member] | Development Regulatory And Commercialization Milestones [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Royalty payments on net sales (as a percent)               6.00%                        
Development Regulatory And Commercialization Milestones [Member] | Option And License Agreements [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Milestone payments receivable     $ 520,000,000.0                                  
Development Regulatory And Commercialization Milestones [Member] | Maximum [Member] | UroGen License Agreement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Potential milestone payments receivable                       $ 200,000,000.0                
Bristol Myers Squibb Company License Agreement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Fee received $ 200,000,000.0                 $ 200,000,000.0                    
Aggregate potential milestones receivable                 $ 20,000,000.0                      
Bristol Myers Squibb Company License Agreement [Member] | Development Regulatory And Commercialization Milestones [Member] | Maximum [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Potential milestone payments receivable 1,360,000,000                                      
Milestone payments receivable $ 1,340,000,000                                      
Upfront License Fee [Member] | GSK Supply Agreement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Proceeds from collaborators                             $ 3,000,000.0          
Upfront License Fee [Member] | UroGen License Agreement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Fee received                       $ 10,000,000.0                
Profit-share Products [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Number of collaboration agreement programs | Program               2                        
Milestone payments for license costs               $ 20,000,000.0                        
Royalty-bearing Products [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Number of collaboration agreement programs | Program               1                        
Milestone payments for license costs               $ 155,000,000.0                        
License and Service | Incyte Corporation [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Revenue recognized                                     3,700,000  
Research and Development Revenue [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Revenue recognized                                 244,422,000 35,915,000 99,845,000  
Research and Development Revenue [Member] | Merck Collaboration and License Agreement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Aggregate potential milestones receivable                                   1,000,000.0    
Revenue recognized                                 0 9,000,000.0 0  
Research and Development Revenue [Member] | Incyte Corporation [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Revenue recognized                                 1,200,000 700,000    
Research and Development Revenue [Member] | License Agreement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Aggregate potential milestones receivable                                 20,000,000.0      
Revenue recognized                                 200,000,000.0      
Research and Development Revenue [Member] | Betta Pharmaceuticals Collaboration Agreement [Member] | Betta Pharmaceuticals Co., Ltd [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Revenue recognized                                 600,000 13,900,000    
Research and Development Revenue [Member] | Collaborative Arrangement [Member] | Gilead Sciences, Inc. [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Revenue recognized                                 22,400,000 12,300,000 86,100,000  
Research and Development Revenue [Member] | Gilead Collaboration Agreement [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Revenue recognized                                 120,700,000      
Research and development services [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Revenue recognized                                 $ 1,476,000 $ 754,000 1,707,000  
Research and development services [Member] | Incyte Corporation [Member]                                        
Revenue From Contract With Customer [Line Items]                                        
Revenue recognized                                     $ 1,700,000  
XML 100 R84.htm IDEA: XBRL DOCUMENT v3.22.0.1
Revenue from Contracts with Customers (Narrative) (Details 1) - Gilead Sciences, Inc. [Member]
$ in Millions
Dec. 31, 2021
USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-01  
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]  
Expect to recognize deferred research and development revenue $ 11.7
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-01-01  
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]  
Expect to recognize deferred research and development revenue $ 10.1
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
XML 101 R85.htm IDEA: XBRL DOCUMENT v3.22.0.1
Revenue from Contracts with Customers (Summary of Disaggregation of Revenue) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Disaggregation Of Revenue [Line Items]      
Revenue $ 295,665 $ 88,170 $ 150,048
License fees and milestones [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 220,000 22,857 75,500
Research and development services [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 1,476 754 1,707
Clinical product revenue [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 587    
Other services [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 6,704 4,619  
Royalty sales milestone [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue     15,100
Manufacturing services [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue     3,337
Recognition of Deferred Research and Development Revenue [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 22,359 12,304 22,638
Recognition of Deferred Grant Revenue [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 184 91 1,342
Non-cash royalties and milestones [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue   47,545  
Non-cash royalties [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 44,355 47,545 30,424
United States [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 288,961 83,551 149,358
United States [Member] | License fees and milestones [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 220,000 22,857 75,500
United States [Member] | Research and development services [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 1,476 754 1,707
United States [Member] | Clinical product revenue [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 587    
United States [Member] | Royalty sales milestone [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue     15,100
United States [Member] | Manufacturing services [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue     3,337
United States [Member] | Recognition of Deferred Research and Development Revenue [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 22,359 12,304 22,638
United States [Member] | Recognition of Deferred Grant Revenue [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 184 91 652
United States [Member] | Non-cash royalties and milestones [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue   47,545  
United States [Member] | Non-cash royalties [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 44,355   30,424
Rest of World [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue 6,704 4,619 690
Rest of World [Member] | Other services [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue $ 6,704 $ 4,619  
Rest of World [Member] | Recognition of Deferred Grant Revenue [Member]      
Disaggregation Of Revenue [Line Items]      
Revenue     $ 690
XML 102 R86.htm IDEA: XBRL DOCUMENT v3.22.0.1
Revenue from Contracts with Customers (Schedule of Information about Contract Assets and Contract Liabilities from Contracts with Customers) (Details)
$ in Thousands
12 Months Ended
Dec. 31, 2021
USD ($)
Contract With Customer Asset And Liability [Abstract]  
Deferred revenue, Beginning Balance $ 45,284
Deferred revenue, Additions 761
Deferred revenue, Deductions (22,420)
Deferred revenue, Ending Balance $ 23,625
XML 103 R87.htm IDEA: XBRL DOCUMENT v3.22.0.1
Related Party Transactions (Narrative) (Details) - USD ($)
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Related Party Transaction [Line Items]      
Total revenues $ 295,665,000 $ 88,170,000 $ 150,048,000
Protagenic Therapeutics, Inc [Member] | Dr. Garo H. Armen [Member]      
Related Party Transaction [Line Items]      
Percentage of equity interest 10.00%    
Protagenic Therapeutics, Inc [Member] | Research and Development Manufacturing Services [Member]      
Related Party Transaction [Line Items]      
Total revenues $ 291,000    
Children of Armenia Fund ("COAF") [Member]      
Related Party Transaction [Line Items]      
Cash charitable contribution $ 68,000    
Cash installments payment Quarterly    
Non-cash charitable contribution $ 50,000    
Children of Armenia Fund ("COAF") [Member] | Maximum [Member]      
Related Party Transaction [Line Items]      
Charitable contribution $ 125,000    
XML 104 R88.htm IDEA: XBRL DOCUMENT v3.22.0.1
Leases (Narrative) (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Lessee Lease Description [Line Items]      
Cash payments for operating lease liabilities $ 2.1 $ 1.6 $ 1.4
Cash payments for finance lease liabilities 0.9 $ 1.8  
Expected lease incentives to be received, 2022 14.5    
Finance lease not yet commenced, future lease payments $ 22.4    
Finance lease not yet commenced, expected commencement year 2022    
Finance lease not yet commenced, term 3 years    
Minimum [Member]      
Lessee Lease Description [Line Items]      
Operating lease, expiration period 2023    
Finance lease, expiration period 2022    
Maximum [Member]      
Lessee Lease Description [Line Items]      
Operating lease, expiration period 2036    
Finance lease, expiration period 2024    
XML 105 R89.htm IDEA: XBRL DOCUMENT v3.22.0.1
Leases (Schedule of Components of Lease Cost Recorded in Condensed Consolidated Statement of Operations) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Leases [Abstract]      
Operating lease cost $ 8,878 $ 4,698 $ 2,551
Finance lease cost 407 375 221
Variable lease cost 1,826 1,887 1,414
Sublease income (595) (578) (561)
Net lease cost $ 10,516 $ 6,382 $ 3,625
XML 106 R90.htm IDEA: XBRL DOCUMENT v3.22.0.1
Leases (Schedule of Supplemental Balance Sheet Information Related to Lease) (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Leases [Abstract]    
Total operating lease right-of-use assets $ 31,054 $ 33,480
Current portion, operating lease liabilities 2,627 1,950
Operating lease liabilities, net of current portion 42,109 34,065
Total operating lease liabilities 44,736 36,015
Total finance lease right-of-use assets $ 2,663 $ 2,231
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] us-gaap:OtherAssets us-gaap:OtherAssets
Other current liabilities $ 335 $ 746
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Other current liabilities Other current liabilities
Other long-term liabilities $ 318 $ 66
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] Other long-term liabilities Other long-term liabilities
Total finance lease liabilities $ 653 $ 812
XML 107 R91.htm IDEA: XBRL DOCUMENT v3.22.0.1
Leases (Schedule of Maturities of Operating Lease Liabilities in Accordance With ASC 842) (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Leases [Abstract]    
Operating Leases, 2022 $ (7,209)  
Operating Leases, 2023 9,568  
Operating Leases, 2024 8,357  
Operating Leases, 2025 8,544  
Operating Leases, 2026 8,219  
Operating Leases, Thereafter 77,418  
Operating Leases, Total 104,897  
Operating Leases, Less imputed interest (60,161)  
Operating Leases, Present value of lease liabilities 44,736 $ 36,015
Finance leases, 2022 373  
Finance leases, 2023 248  
Finance leases, 2024 88  
Finance leases, Total 709  
Finance leases, Less imputed interest (56)  
Finance leases, Present value of lease liabilities 653 $ 812
Expected sublease receipts, 2022 (613)  
Expected sublease receipts, Total (613)  
Net future lease commitments, 2022 (7,449)  
Net future lease commitments, 2023 9,816  
Net future lease commitments, 2024 8,445  
Net future lease commitments, 2025 8,544  
Net future lease commitments, 2026 8,219  
Net future lease commitments, Thereafter 77,418  
Net future lease commitments, Total $ 104,993  
XML 108 R92.htm IDEA: XBRL DOCUMENT v3.22.0.1
Leases (Schedule of Weighted-Average Remaining Lease Terms and Discount Rates Related to Leases) (Details)
Dec. 31, 2021
Leases [Abstract]  
Operating lease, weighted average remaining lease term (in years) 12 years
Operating lease, weighted average discount rate 11.60%
Finance lease, weighted average remaining lease term (in years) 2 years
Finance lease, weighted average discount rate 8.40%
XML 109 R93.htm IDEA: XBRL DOCUMENT v3.22.0.1
Debt - Schedule of Debt Obligations (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Debt Instrument [Line Items]    
Other $ 582 $ 687
Total 13,551 19,712
2015 Subordinated Notes [Member]    
Debt Instrument [Line Items]    
2015 Subordinated Notes 12,823 12,682
Other services [Member]    
Debt Instrument [Line Items]    
Other   6,197
Debentures [Member]    
Debt Instrument [Line Items]    
Debentures $ 146 $ 146
XML 110 R94.htm IDEA: XBRL DOCUMENT v3.22.0.1
Debt (Narrative) (Details) - USD ($)
$ / shares in Units, $ in Thousands
1 Months Ended 12 Months Ended
Feb. 17, 2020
May 31, 2020
Apr. 30, 2020
Feb. 18, 2020
Dec. 31, 2021
Dec. 31, 2020
Feb. 20, 2015
Debt Instrument [Line Items]              
Principal amount of outstanding debt         $ 13,800 $ 20,000  
Warrants issued       675,000      
Class of warrant or right, exercise price of warrants or rights       $ 4.48      
Remaining debt payment         462 1,462  
Warrants outstanding, Term       5 years      
Premium over warrants exercise price       20.00%      
Loss on other expense         6,197    
Paycheck Protection Program [Member] | COVID 19 [Member]              
Debt Instrument [Line Items]              
Loss on other expense         $ 6,200    
Paycheck Protection Program [Member] | Promissory notes with Bank of America [Member] | COVID 19 [Member]              
Debt Instrument [Line Items]              
Aggregate loan proceeds   $ 6,200          
Notes 2015 [Member]              
Debt Instrument [Line Items]              
Debt discount amortization period 3 years            
Notes 2015 [Member] | Common Stock [Member]              
Debt Instrument [Line Items]              
Warrants issued       1,350,000      
Warrants exercise period date Feb. 20, 2020     Feb. 20, 2023      
2015 Warrants [Member]              
Debt Instrument [Line Items]              
Class of warrant or right, exercise price of warrants or rights             $ 5.10
2015 Warrants [Member] | Common Stock [Member]              
Debt Instrument [Line Items]              
Warrants issued             1,400,000
2013 Warrants [Member]              
Debt Instrument [Line Items]              
Class of warrant or right, exercise price of warrants or rights             $ 4.41
2013 Warrants [Member] | Common Stock [Member]              
Debt Instrument [Line Items]              
Warrants issued             500,000
Senior Subordinated Notes [Member] | Notes 2013 Exchanged To Notes 2015 [Member]              
Debt Instrument [Line Items]              
Debt instrument, face amount             $ 5,000
Senior Subordinated Notes [Member] | Notes 2015 [Member]              
Debt Instrument [Line Items]              
Debt instrument, face amount             $ 9,000
Debt instrument, interest rate, stated percentage             8.00%
Debt instrument, debt default provisions face amount       $ 13,500     $ 13,500
Debt instrument, maturity date Feb. 20, 2020     Feb. 20, 2023      
Remaining debt payment     $ 500 $ 500      
Loss on other expense           $ 2,700  
XML 111 R95.htm IDEA: XBRL DOCUMENT v3.22.0.1
Liability Related to the Sale of Future Royalties and Milestones (Schedule of Liability Account) (Details)
$ in Thousands
12 Months Ended
Dec. 31, 2021
USD ($)
Liability related to sale of future royalties and milestones - beginning balance $ 234,041
Non-cash royalty and milestone revenue (44,355)
Non-cash interest expense recognized 64,419
Liability related to sale of future royalties and milestones - ending balance 254,105
Less: unamortized transaction costs (357)
Liability related to sale of future royalties and milestones, net 253,748
Period from Inception [Member]  
Proceeds from sale of future royalties and milestones 205,000
Non-cash royalty and milestone revenue (139,634)
Non-cash interest expense recognized 188,739
Liability related to sale of future royalties and milestones - ending balance 254,105
Less: unamortized transaction costs (357)
Liability related to sale of future royalties and milestones, net $ 253,748
XML 112 R96.htm IDEA: XBRL DOCUMENT v3.22.0.1
Liability Related to the Sale of Future Royalties and Milestones (Narrative) (Details) - USD ($)
1 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended
Sep. 20, 2018
Jan. 19, 2018
Jan. 06, 2018
Jun. 30, 2021
Dec. 31, 2020
Sep. 30, 2018
Sep. 30, 2019
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Non-cash interest expense               $ 64,419,000    
Incyte Corporation and Merck Sharpe & Dohme [Member]                    
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Percentage of future milestones retained 90.00%                  
Percentage of future royalties retained 67.00%                  
GSK Agreements [Member]                    
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Non-cash royalty revenue recognized               44,400,000 $ 46,500,000 $ 30,400,000
HCR [Member] | Royalty Purchase Agreement [Member]                    
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Potential milestone payments       $ 25,300,000            
HCR [Member] | GSK Agreements [Member] | Royalty Purchase Agreement [Member]                    
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Percentage of purchase of worldwide rights to receive royalties     100.00%              
Gross proceeds received for royalty rights   $ 190,000,000.0                
Reimbursed HCR for transaction costs   100,000                
Transaction costs incurred   500,000                
Non-cash royalty revenue recognized               44,400,000 46,500,000 30,400,000
Non-cash interest expense               $ 64,400,000 59,700,000 $ 41,500,000
Effective annual interest rate               26.60%    
Prospective effective annual interest rate               23.00%    
HCR [Member] | GSK Agreements [Member] | Royalty Purchase Agreement [Member] | Maximum [Member]                    
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Potential milestone payments receivable   40,400,000     $ 15,100,000       15,100,000  
HCR [Member] | GSK Agreements [Member] | Royalty Purchase Agreement [Member] | Prior to 2024 [Member]                    
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Potential milestone payments receivable   15,100,000     15,100,000       15,100,000  
Sales milestones target     $ 2,000,000,000.0           2,000,000,000.0  
HCR [Member] | GSK Agreements [Member] | Royalty Purchase Agreement [Member] | Prior to 2026 [Member]                    
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Potential milestone payments receivable   $ 25,300,000           $ 25,300,000    
Sales milestones target     2,750,000,000              
HCR [Member] | GSK Agreements [Member] | Royalty Purchase Agreement [Member] | 2021 [Member]                    
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Payables upon not achieving sales milestones     25,900,000              
HCR [Member] | GSK Agreements [Member] | Royalty Purchase Agreement [Member] | 2019 [Member]                    
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Sales milestones target     1,000,000,000.0       $ 1,600,000,000      
HCR [Member] | GSK Agreements [Member] | Royalty Purchase Agreement [Member] | 2020 [Member]                    
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Sales milestones target     $ 1,750,000,000              
XOMA [Member] | Royalty Purchase Agreement [Member]                    
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Proceeds from royalties and milestones payment $ 15,000,000.0                  
Liability related to sale of future royalties and milestones $ 15,000,000.0                  
XOMA [Member] | Royalty Purchase Agreement [Member] | Incyte Corporation and Merck Sharpe & Dohme [Member]                    
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Percentage of sold future royalties right to receive 33.00%                  
Percentage of sold future milestones right to receive 10.00%                  
XOMA [Member] | Royalty Purchase Agreement [Member] | Incyte Corporation [Member]                    
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Percentage of sold future royalties right to receive 33.00%                  
Percentage of sold future milestones right to receive 10.00%                  
Proceeds from milestones recognized           $ 5,000,000.0        
XOMA [Member] | Merck Collaboration and License Agreement [Member] | Royalty Purchase Agreement [Member]                    
Liability Related To Sale Of Future Royalties And Milestones [Line Items]                    
Percentage of sold future royalties right to receive 33.00%                  
Percentage of sold future milestones right to receive 10.00%                  
Sales milestone target achieved         10,000,000.0          
Non-cash milestone revenue recognized                 1,000,000.0  
Increase (decrease) in liability related to sale of future royalties and milestones         $ (1,000,000.0)       $ (1,000,000.0)  
XML 113 R97.htm IDEA: XBRL DOCUMENT v3.22.0.1
Fair Value Measurements (Narrative) (Details) - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Dec. 23, 2015
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]      
Contingent purchase price consideration $ 1,689,000 $ 10,208,000  
Fair value of transfers into or out of Levels 1 and 2 0    
Long-term Debt, Gross 13,800,000 20,000,000.0  
Level 2 [Member]      
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]      
Contingent purchase price consideration 0 0  
Debt Instrument, Fair Value Disclosure 13,600,000 $ 19,900,000  
PhosImmune Inc. [Member]      
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]      
Contingent purchase price consideration 1,400,000    
Contingent Consideration     $ 35,000,000.0
Other Contingent      
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]      
Contingent purchase price consideration 300,000    
Shares Exchange Agreement | Contingent Milestones Two      
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]      
Contingent Consideration 10,000,000.0    
Shares Exchange Agreement | Contingent Milestones Three      
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]      
Contingent Consideration $ 10,000,000.0    
XML 114 R98.htm IDEA: XBRL DOCUMENT v3.22.0.1
Fair Value Measurements (Schedule of Weighted Average Values of Contingent Purchase Milestones and Credit Spread) (Details) - Weighted Average [Member]
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Period of time to achieve milestones (in years) 2 years 6 months 1 year 3 months 18 days
Credit spread 5.40% 5.50%
XML 115 R99.htm IDEA: XBRL DOCUMENT v3.22.0.1
Fair Value Measurements (Schedule of Liabilities Measured at Fair Value) (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Contingent purchase price consideration, Fair Value Disclosure $ 1,689 $ 10,208
Total 1,689 10,208
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]    
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Contingent purchase price consideration, Fair Value Disclosure 0 0
Total 0 0
Significant Other Observable Inputs (Level 2) [Member]    
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Contingent purchase price consideration, Fair Value Disclosure 0 0
Total 0 0
Significant Unobservable Inputs (Level 3) [Member]    
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Contingent purchase price consideration, Fair Value Disclosure 1,689 10,208
Total $ 1,689 $ 10,208
XML 116 R100.htm IDEA: XBRL DOCUMENT v3.22.0.1
Fair Value Measurements (Schedule of Liabilities Measured at Fair Value Using Significant Unobservable Inputs) (Details) - Significant Unobservable Inputs (Level 3) [Member]
$ in Thousands
12 Months Ended
Dec. 31, 2021
USD ($)
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]  
Balance, beginning of period $ 10,208
Achievement of 4-AB contingent milestones (20,000)
Balance, end of period 1,689
Contingent purchase price [Member]  
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]  
Change in fair value of consideration during the period $ 11,481
XML 117 R101.htm IDEA: XBRL DOCUMENT v3.22.0.1
Benefit Plans (Narrative) (Details) - USD ($)
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Compensation And Retirement Disclosure [Abstract]      
Defined Contribution Plan, Employer Discretionary Contribution Amount $ 1,100,000 $ 1,100,000 $ 922,000
Expensed plan contributions $ 1,100,000 $ 1,100,000 $ 922,000
XML 118 R102.htm IDEA: XBRL DOCUMENT v3.22.0.1
Geographical Information (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Revenues From External Customers And Long Lived Assets [Line Items]      
Revenue $ 295,665 $ 88,170 $ 150,048
Long-Lived Assets 69,566 30,913  
United States [Member]      
Revenues From External Customers And Long Lived Assets [Line Items]      
Revenue 288,961 83,551 149,358
Long-Lived Assets 66,225 27,611  
Rest Of World [Member]      
Revenues From External Customers And Long Lived Assets [Line Items]      
Revenue 6,704 4,619 $ 690
Long-Lived Assets $ 3,341 $ 3,302  
XML 119 agen-10k_20211231_htm.xml IDEA: XBRL DOCUMENT 0001098972 2021-01-01 2021-12-31 0001098972 2022-01-31 0001098972 2021-06-30 0001098972 2021-12-31 0001098972 2020-12-31 0001098972 agen:SeriesC1ConvertiblePreferredStockMember 2020-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember 2021-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember 2020-12-31 0001098972 agen:SeriesC1ConvertiblePreferredStockMember 2021-12-31 0001098972 agen:ResearchAndDevelopmentRevenueMember 2021-01-01 2021-12-31 0001098972 agen:ResearchAndDevelopmentRevenueMember 2020-01-01 2020-12-31 0001098972 agen:ResearchAndDevelopmentRevenueMember 2019-01-01 2019-12-31 0001098972 agen:RevenueMember 2021-01-01 2021-12-31 0001098972 agen:RevenueMember 2020-01-01 2020-12-31 0001098972 agen:RoyaltySalesMilestoneMember 2019-01-01 2019-12-31 0001098972 us-gaap:ProductAndServiceOtherMember 2021-01-01 2021-12-31 0001098972 us-gaap:ProductAndServiceOtherMember 2020-01-01 2020-12-31 0001098972 us-gaap:ProductAndServiceOtherMember 2019-01-01 2019-12-31 0001098972 agen:NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesAndMilestoneMember 2021-01-01 2021-12-31 0001098972 agen:NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesAndMilestoneMember 2020-01-01 2020-12-31 0001098972 agen:NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesAndMilestoneMember 2019-01-01 2019-12-31 0001098972 2020-01-01 2020-12-31 0001098972 2019-01-01 2019-12-31 0001098972 agen:SeriesC1ConvertiblePreferredStockMember 2018-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember us-gaap:PreferredStockMember 2018-12-31 0001098972 us-gaap:CommonStockMember 2018-12-31 0001098972 us-gaap:AdditionalPaidInCapitalMember 2018-12-31 0001098972 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-12-31 0001098972 us-gaap:NoncontrollingInterestMember 2018-12-31 0001098972 us-gaap:RetainedEarningsMember 2018-12-31 0001098972 2018-12-31 0001098972 us-gaap:NoncontrollingInterestMember 2019-01-01 2019-12-31 0001098972 us-gaap:RetainedEarningsMember 2019-01-01 2019-12-31 0001098972 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-01-01 2019-12-31 0001098972 srt:RevisionOfPriorPeriodAccountingStandardsUpdateAdjustmentMember us-gaap:AccountingStandardsUpdate201602Member us-gaap:RetainedEarningsMember 2019-12-31 0001098972 srt:RevisionOfPriorPeriodAccountingStandardsUpdateAdjustmentMember us-gaap:AccountingStandardsUpdate201602Member 2019-12-31 0001098972 us-gaap:AdditionalPaidInCapitalMember 2019-01-01 2019-12-31 0001098972 us-gaap:CommonStockMember 2019-01-01 2019-12-31 0001098972 agen:SeriesC1ConvertiblePreferredStockMember 2019-01-01 2019-12-31 0001098972 agen:SeriesC1ConvertiblePreferredStockMember 2019-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember us-gaap:PreferredStockMember 2019-12-31 0001098972 us-gaap:CommonStockMember 2019-12-31 0001098972 us-gaap:AdditionalPaidInCapitalMember 2019-12-31 0001098972 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-12-31 0001098972 us-gaap:NoncontrollingInterestMember 2019-12-31 0001098972 us-gaap:RetainedEarningsMember 2019-12-31 0001098972 2019-12-31 0001098972 us-gaap:NoncontrollingInterestMember 2020-01-01 2020-12-31 0001098972 us-gaap:RetainedEarningsMember 2020-01-01 2020-12-31 0001098972 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-01-01 2020-12-31 0001098972 us-gaap:AdditionalPaidInCapitalMember 2020-01-01 2020-12-31 0001098972 us-gaap:CommonStockMember 2020-01-01 2020-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember us-gaap:PreferredStockMember 2020-12-31 0001098972 us-gaap:CommonStockMember 2020-12-31 0001098972 us-gaap:AdditionalPaidInCapitalMember 2020-12-31 0001098972 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-12-31 0001098972 us-gaap:NoncontrollingInterestMember 2020-12-31 0001098972 us-gaap:RetainedEarningsMember 2020-12-31 0001098972 us-gaap:NoncontrollingInterestMember 2021-01-01 2021-12-31 0001098972 us-gaap:RetainedEarningsMember 2021-01-01 2021-12-31 0001098972 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-01-01 2021-12-31 0001098972 us-gaap:AdditionalPaidInCapitalMember 2021-01-01 2021-12-31 0001098972 us-gaap:CommonStockMember 2021-01-01 2021-12-31 0001098972 agen:SeriesC1ConvertiblePreferredStockMember 2021-01-01 2021-12-31 0001098972 us-gaap:TreasuryStockMember 2021-01-01 2021-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember us-gaap:PreferredStockMember 2021-12-31 0001098972 us-gaap:CommonStockMember 2021-12-31 0001098972 us-gaap:AdditionalPaidInCapitalMember 2021-12-31 0001098972 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-12-31 0001098972 us-gaap:NoncontrollingInterestMember 2021-12-31 0001098972 us-gaap:RetainedEarningsMember 2021-12-31 0001098972 agen:EmployeeBonusMember 2021-12-31 0001098972 agen:PaymentForServicesMember 2021-12-31 0001098972 agen:BusinessAcquisitionMember 2021-12-31 0001098972 agen:EmployeeBonusMember 2021-01-01 2021-12-31 0001098972 agen:PaymentForServicesMember 2021-01-01 2021-12-31 0001098972 agen:PaymentForServicesMember 2020-01-01 2020-12-31 0001098972 agen:PaymentForServicesMember 2019-01-01 2019-12-31 0001098972 agen:BusinessAcquisitionRelatedMember 2020-01-01 2020-12-31 0001098972 agen:OneCollaborationPartnerMember us-gaap:SalesRevenueNetMember us-gaap:CustomerConcentrationRiskMember 2021-01-01 2021-12-31 0001098972 agen:OneCollaborationPartnerMember us-gaap:SalesRevenueNetMember us-gaap:CustomerConcentrationRiskMember 2020-01-01 2020-12-31 0001098972 agen:OneCollaborationPartnerMember us-gaap:SalesRevenueNetMember us-gaap:CustomerConcentrationRiskMember 2019-01-01 2019-12-31 0001098972 us-gaap:WarrantMember 2021-01-01 2021-12-31 0001098972 us-gaap:WarrantMember 2020-01-01 2020-12-31 0001098972 us-gaap:WarrantMember 2019-01-01 2019-12-31 0001098972 us-gaap:EmployeeStockOptionMember 2021-01-01 2021-12-31 0001098972 us-gaap:EmployeeStockOptionMember 2020-01-01 2020-12-31 0001098972 us-gaap:EmployeeStockOptionMember 2019-01-01 2019-12-31 0001098972 us-gaap:RestrictedStockMember 2021-01-01 2021-12-31 0001098972 us-gaap:RestrictedStockMember 2020-01-01 2020-12-31 0001098972 us-gaap:RestrictedStockMember 2019-01-01 2019-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember 2021-01-01 2021-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember 2020-01-01 2020-12-31 0001098972 agen:SeriesA1ConvertiblePreferredStockMember 2019-01-01 2019-12-31 0001098972 agen:SeriesC1RedeemableConvertiblePreferredStockMember 2020-01-01 2020-12-31 0001098972 agen:SeriesC1RedeemableConvertiblePreferredStockMember 2019-01-01 2019-12-31 0001098972 agen:AccountingStandardUpdate201912Member 2021-12-31 0001098972 agen:A4antibodyAcquisitionMember 2014-02-12 0001098972 agen:A4antibodyAcquisitionMember agen:ContingentMilestone1Member 2014-02-12 0001098972 agen:A4antibodyAcquisitionMember agen:ContingentMilestone1Member 2014-02-10 2014-02-12 0001098972 agen:A4antibodyAcquisitionMember agen:ContingentMilestone2Member 2014-02-12 0001098972 agen:A4antibodyAcquisitionMember agen:ContingentMilestone2Member 2014-02-10 2014-02-12 0001098972 agen:A4antibodyAcquisitionMember agen:ContingentMilestone3Member 2014-02-12 0001098972 agen:A4antibodyAcquisitionMember agen:ContingentMilestone3Member 2014-02-10 2014-02-12 0001098972 agen:A4antibodyAcquisitionMember 2021-01-01 2021-12-31 0001098972 agen:PhosImmuneIncMember 2015-12-23 0001098972 agen:PhosImmuneIncMember agen:ContingentMilestone1Member 2015-12-23 0001098972 agen:PhosImmuneIncMember agen:ContingentMilestone1Member 2015-12-22 2015-12-23 0001098972 agen:PhosImmuneIncMember agen:ContingentMilestone2Member 2015-12-23 0001098972 agen:PhosImmuneIncMember agen:ContingentMilestone2Member 2015-12-22 2015-12-23 0001098972 agen:PhosImmuneIncMember agen:ContingentMilestone3Member 2015-12-23 0001098972 agen:PhosImmuneIncMember agen:ContingentMilestone3Member 2015-12-22 2015-12-23 0001098972 srt:MinimumMember us-gaap:IntellectualPropertyMember 2021-01-01 2021-12-31 0001098972 srt:MinimumMember us-gaap:TrademarksMember 2021-01-01 2021-12-31 0001098972 srt:MinimumMember us-gaap:OtherIntangibleAssetsMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember us-gaap:IntellectualPropertyMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember us-gaap:TrademarksMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember us-gaap:OtherIntangibleAssetsMember 2021-01-01 2021-12-31 0001098972 us-gaap:IntellectualPropertyMember 2021-12-31 0001098972 us-gaap:TrademarksMember 2021-12-31 0001098972 us-gaap:OtherIntangibleAssetsMember 2021-12-31 0001098972 srt:MinimumMember us-gaap:IntellectualPropertyMember 2020-01-01 2020-12-31 0001098972 srt:MinimumMember us-gaap:OtherIntangibleAssetsMember 2020-01-01 2020-12-31 0001098972 srt:MaximumMember us-gaap:IntellectualPropertyMember 2020-01-01 2020-12-31 0001098972 srt:MaximumMember us-gaap:OtherIntangibleAssetsMember 2020-01-01 2020-12-31 0001098972 us-gaap:TrademarksMember 2020-01-01 2020-12-31 0001098972 us-gaap:IntellectualPropertyMember 2020-12-31 0001098972 us-gaap:TrademarksMember 2020-12-31 0001098972 us-gaap:OtherIntangibleAssetsMember 2020-12-31 0001098972 us-gaap:MoneyMarketFundsMember us-gaap:CarryingReportedAmountFairValueDisclosureMember 2021-12-31 0001098972 us-gaap:MoneyMarketFundsMember us-gaap:EstimateOfFairValueFairValueDisclosureMember 2021-12-31 0001098972 us-gaap:MoneyMarketFundsMember us-gaap:CarryingReportedAmountFairValueDisclosureMember 2020-12-31 0001098972 us-gaap:MoneyMarketFundsMember us-gaap:EstimateOfFairValueFairValueDisclosureMember 2020-12-31 0001098972 us-gaap:USTreasurySecuritiesMember us-gaap:CarryingReportedAmountFairValueDisclosureMember 2021-12-31 0001098972 us-gaap:USTreasurySecuritiesMember us-gaap:EstimateOfFairValueFairValueDisclosureMember 2021-12-31 0001098972 us-gaap:USTreasurySecuritiesMember us-gaap:CarryingReportedAmountFairValueDisclosureMember 2020-12-31 0001098972 us-gaap:USTreasurySecuritiesMember us-gaap:EstimateOfFairValueFairValueDisclosureMember 2020-12-31 0001098972 us-gaap:CarryingReportedAmountFairValueDisclosureMember 2021-12-31 0001098972 us-gaap:EstimateOfFairValueFairValueDisclosureMember 2021-12-31 0001098972 us-gaap:CarryingReportedAmountFairValueDisclosureMember 2020-12-31 0001098972 us-gaap:EstimateOfFairValueFairValueDisclosureMember 2020-12-31 0001098972 us-gaap:ShortTermInvestmentsMember 2021-12-31 0001098972 us-gaap:LandMember 2021-12-31 0001098972 us-gaap:LandMember 2020-12-31 0001098972 us-gaap:BuildingAndBuildingImprovementsMember 2021-12-31 0001098972 us-gaap:BuildingAndBuildingImprovementsMember 2020-12-31 0001098972 us-gaap:FurnitureAndFixturesMember 2021-12-31 0001098972 us-gaap:FurnitureAndFixturesMember 2020-12-31 0001098972 us-gaap:MachineryAndEquipmentMember 2021-12-31 0001098972 us-gaap:MachineryAndEquipmentMember 2020-12-31 0001098972 us-gaap:LeaseholdImprovementsMember 2021-12-31 0001098972 us-gaap:LeaseholdImprovementsMember 2020-12-31 0001098972 us-gaap:ComputerEquipmentMember 2021-12-31 0001098972 us-gaap:ComputerEquipmentMember 2020-12-31 0001098972 us-gaap:LandMember 2021-01-01 2021-12-31 0001098972 us-gaap:BuildingAndBuildingImprovementsMember 2021-01-01 2021-12-31 0001098972 srt:MinimumMember us-gaap:FurnitureAndFixturesMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember us-gaap:FurnitureAndFixturesMember 2021-01-01 2021-12-31 0001098972 srt:MinimumMember us-gaap:MachineryAndEquipmentMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember us-gaap:MachineryAndEquipmentMember 2021-01-01 2021-12-31 0001098972 srt:MinimumMember us-gaap:LeaseholdImprovementsMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember us-gaap:LeaseholdImprovementsMember 2021-01-01 2021-12-31 0001098972 us-gaap:ComputerEquipmentMember 2021-01-01 2021-12-31 0001098972 us-gaap:InternalRevenueServiceIRSMember 2021-12-31 0001098972 srt:MinimumMember agen:FederalAndStateMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember agen:FederalAndStateMember 2021-01-01 2021-12-31 0001098972 us-gaap:StateAndLocalJurisdictionMember 2021-12-31 0001098972 srt:MinimumMember us-gaap:InternalRevenueServiceIRSMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember us-gaap:InternalRevenueServiceIRSMember 2021-01-01 2021-12-31 0001098972 srt:MinimumMember us-gaap:StateAndLocalJurisdictionMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember us-gaap:StateAndLocalJurisdictionMember 2021-01-01 2021-12-31 0001098972 us-gaap:ForeignCountryMember us-gaap:HerMajestysRevenueAndCustomsHMRCMember 2021-12-31 0001098972 us-gaap:ForeignCountryMember us-gaap:AdministrationOfTheTreasuryBelgiumMember 2021-12-31 0001098972 us-gaap:ForeignCountryMember us-gaap:RevenueCommissionersIrelandMember 2021-12-31 0001098972 us-gaap:ForeignCountryMember us-gaap:InlandRevenueHongKongMember 2021-12-31 0001098972 us-gaap:StateAndLocalJurisdictionMember 2021-01-01 2021-12-31 0001098972 agen:WorldwideMember 2021-01-01 2021-12-31 0001098972 agen:WorldwideMember 2020-01-01 2020-12-31 0001098972 2019-06-19 0001098972 us-gaap:SeriesAPreferredStockMember 2013-12-31 0001098972 us-gaap:SeriesAPreferredStockMember 2021-01-01 2021-12-31 0001098972 us-gaap:SeriesAPreferredStockMember 2020-01-01 2020-12-31 0001098972 agen:NewSalesAgreementMember agen:BRileyFBRIncMember agen:AtMarketIssuanceSalesAgreementMember 2020-07-22 0001098972 agen:NewSalesAgreementMember agen:BRileyFBRIncMember agen:AtMarketIssuanceSalesAgreementMember 2021-01-01 2021-12-31 0001098972 agen:BettaHKMember agen:StockPurchaseAgreementMember 2020-01-01 2020-06-30 0001098972 agen:BettaHKMember agen:StockPurchaseAgreementMember 2020-06-30 0001098972 agen:CertainInstitutionalInvestorsMember agen:SeriesC1ConvertiblePreferredStockMember agen:StockPurchaseAgreementMember 2018-10-01 2018-10-31 0001098972 agen:CertainInstitutionalInvestorsMember agen:SeriesC1ConvertiblePreferredStockMember agen:StockPurchaseAgreementMember 2018-10-31 0001098972 agen:MiNKTherapeuticsIncMember 2021-12-31 0001098972 agen:MiNKTherapeuticsIncMember 2020-12-31 0001098972 agen:MiNKTherapeuticsIncMember 2019-12-31 0001098972 agen:SaponiQxIncMember 2021-12-31 0001098972 agen:SaponiQxIncMember 2020-12-31 0001098972 agen:SaponiQxIncMember 2019-12-31 0001098972 agen:MiNKTherapeuticsIncMember 2021-01-01 2021-12-31 0001098972 agen:SaponiQxIncMember 2021-01-01 2021-12-31 0001098972 agen:SaponiQxIncMember 2020-01-01 2020-12-31 0001098972 agen:A2009EIPMember 2021-12-31 0001098972 agen:A2009EIPMember 2009-06-10 0001098972 agen:A2019EIPMember 2019-06-19 0001098972 agen:A2009ESPPMember 2021-12-31 0001098972 agen:EmployeesAndDirectorsMember agen:A2009ESPPMember 2021-01-01 2021-12-31 0001098972 agen:A2009ESPPMember 2021-01-01 2021-12-31 0001098972 agen:A2019ESPPMember 2019-06-30 0001098972 agen:A2019ESPPMember 2021-12-31 0001098972 agen:A2019ESPPMember 2021-01-01 2021-12-31 0001098972 agen:A2015IEPMember 2021-12-31 0001098972 agen:A2009EIPMember 2021-01-01 2021-12-31 0001098972 srt:MinimumMember agen:A2009EIPMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember agen:A2009EIPMember 2021-01-01 2021-12-31 0001098972 us-gaap:EmployeeStockOptionMember 2021-01-01 2021-12-31 0001098972 us-gaap:RestrictedStockMember 2020-12-31 0001098972 us-gaap:PerformanceSharesMember 2021-01-01 2021-12-31 0001098972 agen:A2009And2019ESPPMember 2021-01-01 2021-12-31 0001098972 agen:A2009And2019ESPPMember 2020-01-01 2020-12-31 0001098972 agen:A2009And2019ESPPMember 2019-01-01 2019-12-31 0001098972 agen:ATwentyTwentyEmployeeBonusMember 2021-01-01 2021-12-31 0001098972 us-gaap:ResearchAndDevelopmentExpenseMember 2021-01-01 2021-12-31 0001098972 us-gaap:ResearchAndDevelopmentExpenseMember 2020-01-01 2020-12-31 0001098972 us-gaap:ResearchAndDevelopmentExpenseMember 2019-01-01 2019-12-31 0001098972 us-gaap:GeneralAndAdministrativeExpenseMember 2021-01-01 2021-12-31 0001098972 us-gaap:GeneralAndAdministrativeExpenseMember 2020-01-01 2020-12-31 0001098972 us-gaap:GeneralAndAdministrativeExpenseMember 2019-01-01 2019-12-31 0001098972 agen:LICRMember 2014-12-04 2014-12-05 0001098972 agen:LICRMember 2016-01-24 2016-01-25 0001098972 agen:BristolMyersSquibbCompanyLicenseAgreement1Member 2021-05-17 2021-05-17 0001098972 agen:BristolMyersSquibbCompanyLicenseAgreement1Member srt:MaximumMember agen:DevelopmentRegulatoryAndCommercializationMilestonesMember 2021-05-17 0001098972 agen:BristolMyersSquibbCompanyLicenseAgreement1Member 2021-10-01 2021-10-31 0001098972 agen:BristolMyersSquibbCompanyLicenseAgreement1Member 2021-07-01 2021-07-31 0001098972 agen:LicenseAgreementMember 2021-01-01 2021-12-31 0001098972 agen:ResearchAndDevelopmentRevenueMember agen:LicenseAgreementMember 2021-01-01 2021-12-31 0001098972 agen:BettaPharmaceuticalsCoLtdMember srt:MaximumMember agen:BettaPharmaceuticalsCollabrationAgreementMember 2020-07-01 2020-07-31 0001098972 agen:BettaPharmaceuticalsCoLtdMember agen:BettaPharmaceuticalsCollabrationAgreementMember 2020-07-31 0001098972 agen:BettaPharmaceuticalsCoLtdMember us-gaap:FixedPriceContractMember agen:BettaPharmaceuticalsCollabrationAgreementMember 2020-07-31 0001098972 agen:BettaPharmaceuticalsCoLtdMember agen:ResearchAndDevelopmentRevenueMember agen:BettaPharmaceuticalsCollabrationAgreementMember 2021-01-01 2021-12-31 0001098972 agen:BettaPharmaceuticalsCoLtdMember agen:ResearchAndDevelopmentRevenueMember agen:BettaPharmaceuticalsCollabrationAgreementMember 2020-01-01 2020-12-31 0001098972 us-gaap:LicenseMember agen:UroGenLicenseAgreementMember 2019-11-01 2019-11-30 0001098972 srt:MaximumMember agen:UroGenLicenseAgreementMember agen:DevelopmentRegulatoryAndCommercializationMilestonesMember 2019-11-30 0001098972 srt:MinimumMember agen:UroGenLicenseAgreementMember 2019-11-01 2019-11-30 0001098972 srt:MaximumMember agen:UroGenLicenseAgreementMember 2019-11-01 2019-11-30 0001098972 agen:UroGenLicenseAgreementMember 2019-11-01 2019-11-30 0001098972 agen:UroGenLicenseAgreementMember 2021-01-01 2021-12-31 0001098972 agen:UroGenLicenseAgreementMember 2020-01-01 2020-12-31 0001098972 agen:UroGenLicenseAgreementMember 2019-01-01 2019-12-31 0001098972 agen:GileadSciencesIncorporationMember us-gaap:CollaborativeArrangementMember 2019-01-23 2019-01-23 0001098972 agen:LicenseAgreementMember 2018-12-19 2018-12-20 0001098972 agen:OptionAndLicenseAgreementMember 2018-12-19 2018-12-20 0001098972 srt:MaximumMember agen:OptionAndLicenseAgreementMember 2018-12-20 0001098972 agen:DevelopmentRegulatoryAndCommercializationMilestonesMember agen:OptionAndLicenseAgreementMember 2018-12-20 0001098972 agen:GileadSciencesIncorporationMember agen:ResearchAndDevelopmentRevenueMember us-gaap:CollaborativeArrangementMember 2021-01-01 2021-12-31 0001098972 agen:GileadSciencesIncorporationMember agen:ResearchAndDevelopmentRevenueMember us-gaap:CollaborativeArrangementMember 2020-01-01 2020-12-31 0001098972 agen:GileadSciencesIncorporationMember agen:ResearchAndDevelopmentRevenueMember us-gaap:CollaborativeArrangementMember 2019-01-01 2019-12-31 0001098972 agen:GileadSciencesIncorporationMember us-gaap:CollaborativeArrangementMember 2019-01-01 2019-12-31 0001098972 agen:GileadSciencesIncorporationMember 2022-01-01 2021-12-31 0001098972 agen:GileadSciencesIncorporationMember 2023-01-01 2021-12-31 0001098972 agen:IncyteCorporationMember 2015-02-17 2015-02-19 0001098972 srt:ParentCompanyMember agen:IncyteCorporationMember 2015-11-30 2015-11-30 0001098972 agen:IncyteCorporationMember agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2018-09-20 2018-09-20 0001098972 agen:IncyteCorporationMember us-gaap:CollaborativeArrangementMember 2018-07-01 2018-09-30 0001098972 agen:IncyteCorporationMember srt:MaximumMember us-gaap:CollaborativeArrangementMember 2021-12-31 0001098972 agen:IncyteCorporationMember 2021-01-01 2021-12-31 0001098972 agen:IncyteCorporationMember us-gaap:CollaborativeArrangementMember 2015-01-08 2015-01-09 0001098972 agen:ProfitShareProductsMember 2015-01-08 2015-01-09 0001098972 agen:RoyaltyBearingProductsMember 2015-01-08 2015-01-09 0001098972 agen:DevelopmentRegulatoryAndCommercializationMilestonesMember 2015-01-08 2015-01-09 0001098972 srt:MinimumMember agen:DevelopmentRegulatoryAndCommercializationMilestonesMember 2015-01-08 2015-01-09 0001098972 srt:MaximumMember agen:DevelopmentRegulatoryAndCommercializationMilestonesMember 2015-01-08 2015-01-09 0001098972 us-gaap:CollaborativeArrangementMember 2015-01-08 2015-01-09 0001098972 agen:IncyteCorporationMember us-gaap:CollaborativeArrangementMember 2017-02-14 2017-02-14 0001098972 agen:IncyteCorporationMember us-gaap:CollaborativeArrangementMember 2015-02-17 2015-02-19 0001098972 agen:IncyteCorporationMember us-gaap:LicenseAndServiceMember 2019-01-01 2019-12-31 0001098972 agen:IncyteCorporationMember agen:ResearchAndDevelopmentRevenueMember 2020-01-01 2020-12-31 0001098972 agen:IncyteCorporationMember agen:ResearchAndDevelopmentRevenueMember 2021-01-01 2021-12-31 0001098972 agen:IncyteCorporationMember agen:ResearchAndDevelopmentServicesMember 2019-01-01 2019-12-31 0001098972 agen:IncyteCorporationMember 2019-01-01 2019-12-31 0001098972 agen:MerckCollaborationAndLicenseAgreementMember 2019-01-01 2019-12-31 0001098972 agen:MerckCollaborationAndLicenseAgreementMember agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2018-09-20 2018-09-20 0001098972 agen:MerckCollaborationAndLicenseAgreementMember 2018-09-20 2018-09-20 0001098972 agen:ResearchAndDevelopmentRevenueMember agen:MerckCollaborationAndLicenseAgreementMember 2021-01-01 2021-12-31 0001098972 agen:ResearchAndDevelopmentRevenueMember agen:MerckCollaborationAndLicenseAgreementMember 2020-01-01 2020-12-31 0001098972 agen:ResearchAndDevelopmentRevenueMember agen:MerckCollaborationAndLicenseAgreementMember 2019-01-01 2019-12-31 0001098972 us-gaap:LicenseMember agen:GSKSupplyAgreementMember 2006-07-01 2006-07-31 0001098972 agen:GSKSupplyAgreementMember 2006-07-01 2006-07-31 0001098972 agen:GSKSupplyAgreementMember 2007-07-01 2007-07-31 0001098972 agen:GSKSupplyAgreementMember 2012-03-01 2012-03-31 0001098972 agen:GSKAgreementsMember 2017-01-01 2017-12-31 0001098972 agen:GSKAgreementsMember 2012-03-01 2012-03-31 0001098972 agen:GSKAgreementsMember 2019-01-01 2019-12-31 0001098972 agen:GSKAgreementsMember 2021-01-01 2021-12-31 0001098972 agen:GSKAgreementsMember 2020-01-01 2020-12-31 0001098972 agen:LicenseAndCollaborationMilestonesMember country:US 2021-01-01 2021-12-31 0001098972 agen:LicenseAndCollaborationMilestonesMember 2021-01-01 2021-12-31 0001098972 agen:ClinicalProductRevenue1Member country:US 2021-01-01 2021-12-31 0001098972 agen:ClinicalProductRevenue1Member 2021-01-01 2021-12-31 0001098972 agen:ResearchAndDevelopmentServicesMember country:US 2021-01-01 2021-12-31 0001098972 agen:ResearchAndDevelopmentServicesMember 2021-01-01 2021-12-31 0001098972 agen:OtherMember us-gaap:NonUsMember 2021-01-01 2021-12-31 0001098972 agen:OtherMember 2021-01-01 2021-12-31 0001098972 agen:RecognitionOfDeferredResearchAndDevelopmentRevenueMember country:US 2021-01-01 2021-12-31 0001098972 agen:RecognitionOfDeferredResearchAndDevelopmentRevenueMember 2021-01-01 2021-12-31 0001098972 us-gaap:GrantMember country:US 2021-01-01 2021-12-31 0001098972 us-gaap:GrantMember 2021-01-01 2021-12-31 0001098972 agen:NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesAndMilestoneMember country:US 2021-01-01 2021-12-31 0001098972 country:US 2021-01-01 2021-12-31 0001098972 us-gaap:NonUsMember 2021-01-01 2021-12-31 0001098972 agen:LicenseAndCollaborationMilestonesMember country:US 2020-01-01 2020-12-31 0001098972 agen:LicenseAndCollaborationMilestonesMember 2020-01-01 2020-12-31 0001098972 agen:ResearchAndDevelopmentServicesMember country:US 2020-01-01 2020-12-31 0001098972 agen:ResearchAndDevelopmentServicesMember 2020-01-01 2020-12-31 0001098972 agen:OtherMember us-gaap:NonUsMember 2020-01-01 2020-12-31 0001098972 agen:OtherMember 2020-01-01 2020-12-31 0001098972 agen:RecognitionOfDeferredResearchAndDevelopmentRevenueMember country:US 2020-01-01 2020-12-31 0001098972 agen:RecognitionOfDeferredResearchAndDevelopmentRevenueMember 2020-01-01 2020-12-31 0001098972 us-gaap:GrantMember country:US 2020-01-01 2020-12-31 0001098972 us-gaap:GrantMember 2020-01-01 2020-12-31 0001098972 agen:NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesMember country:US 2020-01-01 2020-12-31 0001098972 agen:NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesMember 2020-01-01 2020-12-31 0001098972 country:US 2020-01-01 2020-12-31 0001098972 us-gaap:NonUsMember 2020-01-01 2020-12-31 0001098972 agen:LicenseAndCollaborationMilestonesMember country:US 2019-01-01 2019-12-31 0001098972 agen:LicenseAndCollaborationMilestonesMember 2019-01-01 2019-12-31 0001098972 agen:ResearchAndDevelopmentServicesMember country:US 2019-01-01 2019-12-31 0001098972 agen:ResearchAndDevelopmentServicesMember 2019-01-01 2019-12-31 0001098972 agen:RoyaltySalesMilestoneMember country:US 2019-01-01 2019-12-31 0001098972 us-gaap:ManufacturingFacilityMember country:US 2019-01-01 2019-12-31 0001098972 us-gaap:ManufacturingFacilityMember 2019-01-01 2019-12-31 0001098972 agen:RecognitionOfDeferredResearchAndDevelopmentRevenueMember country:US 2019-01-01 2019-12-31 0001098972 agen:RecognitionOfDeferredResearchAndDevelopmentRevenueMember 2019-01-01 2019-12-31 0001098972 us-gaap:GrantMember country:US 2019-01-01 2019-12-31 0001098972 us-gaap:GrantMember us-gaap:NonUsMember 2019-01-01 2019-12-31 0001098972 us-gaap:GrantMember 2019-01-01 2019-12-31 0001098972 agen:NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesAndMilestoneMember country:US 2019-01-01 2019-12-31 0001098972 country:US 2019-01-01 2019-12-31 0001098972 us-gaap:NonUsMember 2019-01-01 2019-12-31 0001098972 agen:GileadCollaborationAgreementMember 2021-01-01 2021-12-31 0001098972 agen:GileadCollaborationAgreementMember 2021-12-31 0001098972 agen:ResearchAndDevelopmentRevenueMember agen:GileadCollaborationAgreementMember 2021-01-01 2021-12-31 0001098972 agen:IncyteCorporationMember 2021-12-31 0001098972 srt:MaximumMember agen:ChildrenOfArmeniaFundMember 2021-01-01 2021-12-31 0001098972 agen:ChildrenOfArmeniaFundMember 2021-01-01 2021-12-31 0001098972 agen:ResearchAndDevelopmentManufacturingServicesMember agen:ProtagenicTherapeuticsIncMember 2021-01-01 2021-12-31 0001098972 srt:ChiefExecutiveOfficerMember agen:ProtagenicTherapeuticsIncMember 2021-12-31 0001098972 srt:MinimumMember 2021-01-01 2021-12-31 0001098972 srt:MaximumMember 2021-01-01 2021-12-31 0001098972 agen:DebenturesMember 2021-12-31 0001098972 agen:TwoThousandFifteenSubordinatedNotesMember 2021-12-31 0001098972 agen:DebenturesMember 2020-12-31 0001098972 agen:TwoThousandFifteenSubordinatedNotesMember 2020-12-31 0001098972 agen:OtherMember 2020-12-31 0001098972 agen:NotesTwoThousandThirteenExchangeToNotesTwoThousandFifteenMember us-gaap:SeniorSubordinatedNotesMember 2015-02-20 0001098972 agen:Notes2015Member us-gaap:SeniorSubordinatedNotesMember 2015-02-20 0001098972 agen:TwoThousandAndFifteenWarrantMember us-gaap:CommonStockMember 2015-02-20 0001098972 agen:TwoThousandAndFifteenWarrantMember 2015-02-20 0001098972 agen:TwoThousandAndThirteenWarrantsMember us-gaap:CommonStockMember 2015-02-20 0001098972 agen:TwoThousandAndThirteenWarrantsMember 2015-02-20 0001098972 agen:Notes2015Member us-gaap:SeniorSubordinatedNotesMember 2020-02-18 0001098972 agen:Notes2015Member us-gaap:SeniorSubordinatedNotesMember 2020-02-17 2020-02-17 0001098972 agen:Notes2015Member us-gaap:SeniorSubordinatedNotesMember 2020-01-19 2020-02-18 0001098972 agen:Notes2015Member us-gaap:CommonStockMember 2020-02-18 0001098972 agen:Notes2015Member us-gaap:CommonStockMember 2020-02-17 2020-02-17 0001098972 agen:Notes2015Member us-gaap:CommonStockMember 2020-01-19 2020-02-18 0001098972 agen:Notes2015Member 2020-02-17 2020-02-17 0001098972 2020-02-18 0001098972 agen:Notes2015Member us-gaap:SeniorSubordinatedNotesMember 2020-01-01 2020-12-31 0001098972 agen:Notes2015Member us-gaap:SeniorSubordinatedNotesMember 2020-04-01 2020-04-30 0001098972 us-gaap:NotesPayableToBanksMember agen:PaycheckProtectionProgramMember agen:COVID19Member 2020-05-01 2020-05-31 0001098972 agen:PaycheckProtectionProgramMember agen:COVID19Member 2021-01-01 2021-12-31 0001098972 agen:PeriodFromInceptionMember 2021-01-01 2021-12-31 0001098972 agen:PeriodFromInceptionMember 2021-12-31 0001098972 agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2018-01-06 0001098972 agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2018-01-18 2018-01-19 0001098972 agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2021-01-01 2021-12-31 0001098972 agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2020-01-01 2020-12-31 0001098972 agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2019-01-01 2019-12-31 0001098972 srt:MaximumMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2020-12-31 0001098972 srt:MaximumMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2018-01-19 0001098972 agen:PriorToTwoThousandTwentyFourMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2020-12-31 0001098972 agen:PriorToTwoThousandTwentyFourMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2018-01-19 0001098972 agen:PriorToTwoThousandTwentyFourMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2020-01-01 2020-12-31 0001098972 agen:PriorToTwoThousandTwentyFourMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2018-01-05 2018-01-06 0001098972 agen:PriorToTwoThousandTwentySixMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2021-12-31 0001098972 agen:PriorToTwoThousandTwentySixMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2018-01-19 0001098972 agen:PriorToTwoThousandTwentySixMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2018-01-05 2018-01-06 0001098972 agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2021-06-01 2021-06-30 0001098972 agen:TwoThousandTwentyOneMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2018-01-06 0001098972 agen:TwoThousandNineteenMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2019-01-01 2019-09-30 0001098972 agen:TwoThousandNineteenMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2018-01-05 2018-01-06 0001098972 agen:TwoThousandTwentyMember agen:GSKAgreementsMember agen:RoyaltyPurchaseAgreementMember agen:HCRMember 2018-01-05 2018-01-06 0001098972 agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2018-09-20 2018-09-20 0001098972 agen:IncyteCorporationAndMerckSharpeAndDohmeMember 2018-09-20 2018-09-20 0001098972 agen:IncyteCorporationAndMerckSharpeAndDohmeMember agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2018-09-20 2018-09-20 0001098972 agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2018-09-20 0001098972 agen:IncyteCorporationMember agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2018-07-01 2018-09-30 0001098972 agen:MerckCollaborationAndLicenseAgreementMember agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2020-10-01 2020-12-31 0001098972 agen:MerckCollaborationAndLicenseAgreementMember agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2020-01-01 2020-12-31 0001098972 agen:MerckCollaborationAndLicenseAgreementMember agen:RoyaltyPurchaseAgreementMember agen:XomaMember 2020-12-31 0001098972 agen:PhosImmuneIncMember 2021-12-31 0001098972 agen:OtherContingentMember 2021-12-31 0001098972 srt:WeightedAverageMember 2021-01-01 2021-12-31 0001098972 srt:WeightedAverageMember 2020-01-01 2020-12-31 0001098972 us-gaap:FairValueInputsLevel1Member 2021-12-31 0001098972 us-gaap:FairValueInputsLevel2Member 2021-12-31 0001098972 us-gaap:FairValueInputsLevel3Member 2021-12-31 0001098972 us-gaap:FairValueInputsLevel1Member 2020-12-31 0001098972 us-gaap:FairValueInputsLevel2Member 2020-12-31 0001098972 us-gaap:FairValueInputsLevel3Member 2020-12-31 0001098972 us-gaap:FairValueInputsLevel3Member agen:ContingentPurchasePriceMember 2021-01-01 2021-12-31 0001098972 us-gaap:FairValueInputsLevel3Member 2021-01-01 2021-12-31 0001098972 agen:SharesExchangeAgreementMember agen:ContingentMilestonesTwoMember 2021-12-31 0001098972 agen:SharesExchangeAgreementMember agen:ContingentMilestonesThreeMember 2021-12-31 0001098972 agen:RestOfWorldMember 2021-01-01 2021-12-31 0001098972 agen:RestOfWorldMember 2020-01-01 2020-12-31 0001098972 agen:RestOfWorldMember 2019-01-01 2019-12-31 0001098972 country:US 2021-12-31 0001098972 country:US 2020-12-31 0001098972 agen:RestOfWorldMember 2021-12-31 0001098972 agen:RestOfWorldMember 2020-12-31 shares iso4217:USD iso4217:USD shares agen:Subsidiary pure agen:Segment agen:Milestone agen:Agreement agen:Option agen:Program false FY AGENUS INC 0001098972 --12-31 true true P10D P30D P30D P60D P60D P60D 0 0 0 P3Y P4Y http://fasb.org/us-gaap/2021-01-31#LicenseMember 1 P90D P1Y P1Y Quarterly 0 1 P5Y 0 0 P7Y P4Y P2Y P15Y P4Y6M P7Y P7Y P2Y P15Y P6Y P3Y P4Y P2Y Indefinite P35Y P10Y P10Y P12Y P3Y P4Y P6Y P5Y P7Y3M P7Y3M P6Y2M8D http://fasb.org/us-gaap/2021-01-31#OtherAssets http://fasb.org/us-gaap/2021-01-31#OtherAssets http://fasb.org/us-gaap/2021-01-31#OtherLiabilitiesCurrent http://fasb.org/us-gaap/2021-01-31#OtherLiabilitiesCurrent http://fasb.org/us-gaap/2021-01-31#OtherLiabilitiesNoncurrent http://fasb.org/us-gaap/2021-01-31#OtherLiabilitiesNoncurrent P12Y P2Y P2Y6M P1Y3M18D 10-K true 2021-12-31 2021 false 000-29089 DE 06-1562417 3 Forbes Road Lexington MA 02421 781 674-4400 Common Stock, $.01 Par Value AGEN NASDAQ Yes No Yes Yes Large Accelerated Filer false false true false 1230000000 257153860 Portions of the Registrant’s Definitive Proxy Statement relating to the 2022 Annual Meeting of Stockholders, which the registrant intends to file with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after the end of the registrant’s fiscal year ended December 31, 2021, are incorporated by reference into Part III of this Report. KPMG LLP Boston, Massachusetts 291931000 99871000 14992000 1518000 1157000 20362000 10746000 3171000 2009000 331974000 113783000 50539000 47201000 60029000 26790000 31054000 33480000 24876000 25452000 13955000 11841000 8488000 10886000 9537000 4123000 465958000 214514000 728000 833000 62040000 57362000 12425000 17186000 2627000 1950000 30486000 17015000 42091000 29057000 6546000 6481000 156943000 129884000 12823000 18879000 191708000 176263000 11200000 28282000 42109000 34065000 1689000 10208000 1577000 1514000 0.01 0.01 5000000 5000000 0 0 0 12459 12459 12459 26917000 31620 31620 31620 31620 31620 31620 33460000 33250000 0 0 0.01 0.01 400000000 400000000 256897910 196090980 2569000 1961000 1520212000 1257502000 1492000 2772000 -1489833000 -1465907000 34440000 -203672000 13469000 -7826000 47909000 -211498000 465958000 214514000 244422000 35915000 99845000 6704000 4619000 15100000 184000 91000 4679000 44355000 47545000 30424000 295665000 88170000 150048000 3470000 2349000 178608000 142617000 168339000 76359000 59218000 46041000 -11481000 -1221000 -5805000 25747000 -117235000 -70137000 6197000 -2720000 5051000 -1858000 28000 -65719000 -61078000 -41451000 -28724000 -182891000 -111560000 211000 209000 208000 -4798000 -1977000 -3903000 -24137000 -181123000 -107865000 -0.11 -1.05 -0.80 228919 172504 134982 -1280000 4096000 215000 -1280000 4096000 215000 -25417000 -177027000 -107650000 18000 39879000 32000 0 119997000 1200000 1005183000 -1539000 -2078000 -1177311000 -174545000 -3903000 -107657000 -111560000 215000 215000 -25000 -25000 9892000 9892000 130000 1000 -1000 11111 111000 29889000 30000000 -6 -12962000 6000 60000 12902000 12962000 29 81000 81000 552000 6000 1637000 1643000 12000 26917000 32000 0 137819000 1378000 1059583000 -1324000 -5981000 -1284993000 -231337000 -1977000 -180914000 -182891000 4096000 4096000 10121000 10121000 166000 2000 -2000 50947 509000 155912000 156421000 4963000 50000 19950000 20000000 2242000 132000 2374000 405 4000 896000 900000 3145000 3145000 86 1000 295000 296000 208 2000 906000 908000 1499000 15000 4454000 4469000 12000 26917000 32000 0 196093000 1961000 1257502000 2772000 -7826000 -1465907000 -211498000 -4798000 -23926000 -28724000 -1280000 -1280000 17514000 1620000 19134000 246000 2000 -2000 44234000 442000 197206000 197648000 -12 -26917000 12459 125000 26792000 26917000 6757000 3243000 10000000 1767000 21230000 22997000 70000 70000 46000 1000 170000 171000 47 1000 215000 216000 2744000 27000 9105000 9132000 1580 16000 3116000 -550 -1654000 1478000 -550 -6000 550 1654000 1648000 32000 0 256899000 2569000 1520212000 1492000 13469000 -1489833000 47909000 -28724000 -182891000 -111560000 6788000 7179000 6662000 19577000 10417000 9892000 44355000 47545000 30424000 64619000 60029000 42201000 622000 3301000 -198000 -58000 11481000 1221000 5805000 -2720000 6197000 394000 -16187000 15355000 -55000 5129000 187000 -11792000 10824000 2767000 -234000 -21832000 -11464000 53900000 -1062000 3826000 7097000 -7850000 2175000 -1429000 10145000 -139096000 -18682000 5656000 33814000 3466000 4657000 14992000 975000 -43150000 -4441000 -4657000 197648000 176421000 30000000 22997000 9132000 4469000 1643000 1654000 6197000 1542000 462000 1462000 855000 1770000 320000 225264000 183855000 31323000 -164000 379000 770000 192095000 40697000 8754000 102505000 61808000 53054000 294600000 102505000 61808000 1152000 1176000 1224000 5363000 289000 1242000 0.01 26917000 12962000 0.01 3126000 0.01 216000 908000 81000 0.01 900000 144000 10000000 2374000 1630000 1649000 28184000 3017000 762000 2434000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(1) Description of Business</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">Agenus Inc. (including its subsidiaries, collectively referred to as “Agenus,” the “Company,” “we,” “us,” and “our”) is a clinical-stage immuno-oncology (“I-O”) company advancing an extensive pipeline of immune checkpoint antibodies, adoptive cell therapies and neoantigen vaccines, to fight cancer and infections. Our business is designed to drive success in I-O through speed, innovation and effective combination therapies. We believe that combination therapies and a deep understanding of each patient’s cancer will drive substantial expansion of the patient population benefiting from current I-O therapies. In addition to a diverse pipeline, we have assembled fully integrated end-to-end capabilities including novel target discovery, antibody generation, cell line development and current good manufacturing practice manufacturing. We believe that these fully integrated capabilities enable us to produce novel candidates on timelines that are shorter than the industry standard. Leveraging our science and capabilities, we have forged important partnerships to advance our innovation.</span><span style="color:#000000;">  </span></p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">We are developing a comprehensive I-O portfolio driven by the following platforms and programs, which we intend to utilize individually and in combination:</span><span style="color:#000000;"> </span></p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:3.4%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:3.4%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;"/><span style="Background-color:#FFFFFF;color:#000000;">our multiple antibody discovery platforms, including our proprietary display technologies, designed to drive the discovery of future CPM antibody candidates;</span><span style="color:#000000;"> </span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:3.4%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:3.4%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;"/><span style="Background-color:#FFFFFF;color:#000000;">our antibody candidate programs, including our CPM programs;</span><span style="color:#000000;"> </span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:3.4%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:3.4%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;"/><span style="Background-color:#FFFFFF;color:#000000;">our saponin-based vaccine adjuvant platform under our subsidiary, SaponiQx, Inc. (“SaponiQx”), principally including our QS-21 Stimulon™ adjuvant  (“QS-21 Stimulon”); and </span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:3.4%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:12pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:3.4%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:12pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:12pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;"/><span style="Background-color:#FFFFFF;color:#000000;">our subsidiary, MiNK Therapeutics, Inc. (“MiNK Therapeutics”), which has a pipeline of novel allogeneic invariant natural killer T cell (“iNKT”) therapies to treat cancer and other immune-mediated diseases.</span></p></td></tr></table></div> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Our business activities include product research and development, intellectual property prosecution, manufacturing, regulatory and clinical affairs, corporate finance and development activities, and support of our collaborations. Our product candidates require clinical trials and approvals from regulatory agencies, as well as acceptance in the marketplace. Part of our strategy is to develop and commercialize some of our product candidates by continuing our existing arrangements with academic and corporate collaborators and licensees and by entering into new collaborations.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Our cash, cash equivalents and short-term investments at December 31, 2021 were $306.9 million, an increase of $207.1 million from December 31, 2020. </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We have incurred significant losses since our inception. As of December 31, 2021, we had an accumulated deficit of $1.49 billion.</p> <p style="Background-color:#FFFFFF;margin-bottom:12pt;margin-top:12pt;text-indent:2.89%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the past five years, we have successfully financed our operations through income and revenues generated from corporate partnerships, advance royalty sales and issuance of equity. Based on our current plans and projections, we believe our year end cash resources of $306.9 million at December 31, 2021, will be sufficient to satisfy our liquidity requirements for more than one year from when these financial statements were issued.</p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Management continues to address the Company’s liquidity position and has the flexibility to adjust spending as needed in order to preserve liquidity. In March 2020, in response to the COVID-19 pandemic, we streamlined our organization, which included a headcount reduction, and our CEO, Dr. Garo Armen, elected to receive his base salary in stock rather than cash through the end of 2020 and the first half of 2021. We continuously evaluate the likelihood of success of our programs. As such, our decisions to continue to fund or eliminate funding of each of our programs are predicated on these determinations, on an ongoing basis. We are prepared to discontinue funding of any activities that do not impact our core priorities if they do not prove to be feasible, and to restrict capital expenditures and/or reduce the scale of our operations. We expect our potential sources of funding to include: (1) collaborations, out-licensing and/or partnering opportunities for our portfolio programs and product candidates with multiple parties, (2) milestone payments from our existing partnerships, (3) consummating additional third-party agreements, (4) selling assets, (5) securing project financing and/or (6) selling equity securities.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development program costs include compensation and other direct costs plus an allocation of indirect costs, based on certain assumptions, and our review of the status of each program. Our product candidates are in various stages of development and significant additional expenditures will be required if we start new trials, encounter delays in our programs, apply for regulatory approvals, continue development of our technologies, expand our operations, and/or bring our product candidates to market. The eventual total cost of each clinical trial is dependent on a number of factors such as trial design, length of the trial, number of clinical </p> <p style="margin-top:12pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">sites, and number of patients. The process of obtaining and maintaining regulatory approvals for new therapeutic products is lengthy, expensive, and uncertain. </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Because </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">many of </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">our antibody</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> and neoantigen vaccine</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> programs are early stage, and because </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">any </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">further development of HSP-based vaccines is dependent on clinical trial results, among other factors, we are unable to reliably estimate the cost of completing our research and development programs or the timing for bringing such programs to various markets or substantial partnering or out-licensing arrangements, and, therefore, when, if ever, material cash inflows are likely to commence.</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> We will continue to adjust our spending as needed in order to preserve liquidity.</span></p> 306900000 207100000 -1490000000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(2) Summary of Significant Accounting Policies</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(a) Basis of Presentation and Principles of Consolidation</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles and include the accounts of Agenus and our subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. Non-controlling interest in the consolidated financial statements represents the portion of two of our subsidiaries not 100% owned by Agenus. Refer to Note 12 for additional detail.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(b) Segment Information</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We are managed and currently operate as two segments. However, we have concluded that our two operating segments meet all three criteria required by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 280, <span style="font-style:italic;">Segment Reporting</span> to be aggregated into one reportable segment. The aggregation of our two operating segments into one reportable segment is consistent with the objectives and basic principles of ASC 280. Our two operating segments have similar economic characteristics and are both similar with respect to the five qualitative characteristics specified in ASC 280. Accordingly, we do not have separately reportable segments as defined by ASC 280<span style="font-style:italic;">.</span></p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(c) Use of Estimates</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. We base those estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances. Actual results could differ from those estimates.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(d) Cash and Cash Equivalents</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We consider all highly liquid investments purchased with maturities at acquisition of three months or less to be cash equivalents. Cash equivalents consist primarily of money market funds and U.S. Treasury Bills.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(e) Concentrations of Credit Risk</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Financial instruments that potentially subject us to concentrations of credit risk are primarily cash equivalents, investments, and accounts receivable. We invest our cash, cash equivalents and short-term investments in accordance with our investment policy, which specifies high credit quality standards and limits the amount of credit exposure from any single issue, issuer, or type of investment. We carry balances in excess of federally insured levels; however, we have not experienced any losses to date from this practice.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(f) Accounts Receivable</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable are amounts due from our collaboration partners and customers as a result of research and development and other services provided, as well as milestones achieved. We considered the need for an allowance for doubtful accounts and have concluded that no allowance was needed as of December 31, 2021 and 2020, as the estimated risk of loss on our accounts receivable was determined to be minimal.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(g) Property, Plant and Equipment</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property, plant and equipment, including software developed for internal use, are carried at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Amortization of leasehold improvements is computed over the shorter of the lease term or estimated useful life of the asset. Additions and improvements are capitalized, while repairs and maintenance are charged to expense as incurred. Amortization and depreciation of plant and equipment was $4.6 million, $5.1 million, and $4.8 million, for the years ended December 31, 2021, 2020, and 2019, respectively.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(h) Fair Value of Financial Instruments</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The estimated fair values of all our financial instruments approximate their carrying amounts in the consolidated balance sheets. The fair value of our outstanding debt is based on a present value methodology. The outstanding principal amount of our debt, including the current portion, was $13.8 million and $20.0 million at December 31, 2021 and 2020, respectively.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(i) Revenue Recognition</p> <p id="S163370664" style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We account for revenue in accordance with ASC 606, <span style="font-style:italic;">Revenue from Contracts with Customers</span> (“ASC 606”). </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the years ended December 31, 2021, 2020 and 2019, 74%, 16% and 60%, respectively, of our revenue was earned from one collaboration partner.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In accordance with ASC 606, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration to which we expect to be entitled to receive in exchange for these goods and services. To achieve this core principle, we apply the following five steps:</p> <p id="T8" style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">1) Identify the contract with the customer</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A contract with a customer exists when (i) the Company enters into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the related payment terms, (ii) the contract has commercial substance, and (iii) the Company determines that collection of substantially all consideration for goods and services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. The Company applies judgment in determining the customer’s intent and ability to pay, which is based on a variety of factors including the customer’s historical payment experience, or in the case of a new customer, published credit and financial information pertaining to the customer.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">2) Identify the performance obligations in the contract</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Performance obligations promised in a contract are identified based on the goods and services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the good or service either on its own or together with other available resources, and are distinct in the context of the contract, whereby the transfer of the good or service is separately identifiable from other promises in the contract. To the extent a contract includes multiple promised goods and services, the Company must apply judgment to determine whether promised goods and services are capable of being distinct and are distinct in the context of the contract. If these criteria are not met, the promised goods and services are accounted for as a combined performance obligation.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">3) Determine the transaction price</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring goods and services to the customer. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Any estimates, including the effect of the constraint on variable consideration, are evaluated at each reporting period for any changes. Determining the transaction price requires significant judgment, which is discussed in further detail for each of the Company’s contracts with customers in Note 15.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">4) Allocate the transaction price to performance obligations in the contract</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance </p> <p style="margin-top:12pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">obligation on a relative stand-alone selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct service that forms part of a single performance obligation. The consideration to be received is allocated among the separate performance obligations based on relative stand-alone selling prices. Determining the amount of the transaction price to allocate to each separate performance obligation requires significant judgement, which is discussed in further detail for each of the Company’s contracts with customers in Note </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">.</span></p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">5) Recognize revenue when or as the Company satisfies a performance obligation</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company satisfies performance obligations either over time or at a point in time. Revenue is recognized over time if either 1) the customer simultaneously receives and consumes the benefits provided by the entity’s performance, 2) the entity’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced, or 3) the entity’s performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date. If the entity does not satisfy a performance obligation over time, the related performance obligation is satisfied at a point in time by transferring the control of a promised good or service to a customer. Examples of control are using the asset to produce goods or services, enhance the value of other assets, settle liabilities, and holding or selling the asset. ASC 606 requires the Company to select a single revenue recognition method for the performance obligation that faithfully depicts the Company’s performance in transferring control of the goods and services. The guidance allows entities to choose between two methods to measure progress toward complete satisfaction of a performance obligation: </p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:12pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:12pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:Times New Roman;text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:Times New Roman;text-transform:none;font-variant: normal;letter-spacing:0pt;">1.</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:12pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">Output methods - recognize revenue on the basis of direct measurements of the value to the customer of the goods or services transferred to date relative to the remaining goods or services promised under the contract (e.g. surveys of performance completed to date, appraisals of results achieved, milestones reached, time elapsed, and units of produced or units delivered); and </span></p></td></tr></table></div> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:5%;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-top:0pt;margin-bottom:0pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-top:0pt;margin-bottom:0pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:Times New Roman;text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:Times New Roman;text-transform:none;font-variant: normal;letter-spacing:0pt;">2.</span></p></td> <td valign="top"> <p style="text-align:left;margin-top:0pt;margin-bottom:0pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">Input methods - recognize revenue on the basis of the entity’s efforts or inputs to the satisfaction of a performance obligation (e.g., resources consumed, labor hours expended, costs incurred, or time elapsed) relative to the total expected inputs to the satisfaction of that performance obligation.</span></p></td></tr></table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">Licenses of intellectual property: <span style="font-style:normal;">If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenue from non-refundable, up-front fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. </span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">Milestone payments:<span style="font-style:normal;"> At the inception of each arrangement that includes development, regulatory or commercial milestone payments, the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price. ASC 606 suggests two alternatives to use when estimating the amount of variable consideration: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. Whichever method is used, it should be consistently applied throughout the life of the contract; however, it is not necessary for the Company to use the same approach for all contracts. The Company uses the most likely amount method for development and regulatory milestone payments. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis. The Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability or achievement of each such milestone and any related constraint, and if necessary, adjusts its estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. </span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">Royalties: <span style="font-style:normal;">For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). </span></p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">Up-front Fees:<span style="font-style:normal;"> Depending on the nature of the agreement, up-front payments and fees may be recorded as deferred revenue upon receipt or when due and may require deferral of revenue recognition to a future period until the Company performs its obligations under these arrangements. Amounts payable to the Company are recorded as accounts receivable when the Company’s right to consideration is unconditional. The Company does not assess whether a contract has a significant financing component if the </span></p> <p style="margin-top:6pt;margin-bottom:0pt;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;"><span style="font-style:normal;">expectation at contract inception is such that the period between payment by the customer and the transfer of the promised goods or services to the customer will be one year or less. </span></p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(j) Foreign Currency Transactions</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Gains and losses from our foreign currency-based accounts and transactions, such as those resulting from the translation and settlement of receivables and payables denominated in foreign currencies, are included in the consolidated statements of operations within other income (expense). We do not currently use derivative financial instruments to manage the risks associated with foreign currency fluctuations. We recorded a foreign currency gain of $1.0 million for the year ended December 31, 2021, a foreign currency loss of $3.1 million for the year ended December 31, 2020, and a foreign currency gain of $0.1 million for the year ended December 31, 2019.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(k) Research and Development</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development expenses include the costs associated with our internal research and development activities, including salaries and benefits, share-based compensation, occupancy costs, clinical manufacturing costs, related administrative costs, and research and development conducted for us by outside advisors, such as sponsored university-based research partners and clinical study partners. We account for our internally managed clinical study costs by estimating the total cost to treat a patient in each clinical trial and recognizing this cost based on estimates of when the patient receives treatment, beginning when the patient enrolls in the trial. Research and development expenses also include the cost of clinical trial materials shipped to our research partners. Research and development costs are expensed as incurred.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(l) Share-Based Compensation</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We account for share-based compensation in accordance with the provisions of ASC 718, <span style="font-style:italic;">Compensation—Stock Compensation.</span> Share-based compensation expense is recognized based on the estimated grant date fair value. Compensation cost is recognized on a straight-line basis over the requisite service period of the award. Forfeitures are recognized as they occur. See Note 13 for a further discussion on share-based compensation.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(m) Income Taxes</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Income taxes are accounted for under the asset and liability method with deferred tax assets and liabilities recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and net operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which such items are expected to be reversed or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated statement of operations in the period that includes the enactment date. Deferred tax assets are recognized when they are more likely than not expected to be realized.  </p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(n) Net Loss Per Share</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Basic income and loss per common share are calculated by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our Directors’ Deferred Compensation Plan). Diluted income per common share is calculated by dividing net income attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our Directors’ Deferred Compensation Plan) plus the dilutive effect of outstanding instruments such as warrants, stock options, non-vested shares, convertible preferred stock, and convertible notes. Because we reported a net loss attributable to common stockholders for all periods presented, diluted loss per common share is the same as basic loss per common share, as the effect of utilizing the fully diluted share count would have reduced the net loss per common share. Therefore, the following potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding as of December 31, 2021, 2020, and 2019, as they would be anti-dilutive:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.02%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Warrants</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,980</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,950</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,400</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Stock options</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32,764</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">28,916</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27,164</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Nonvested shares</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,018</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">887</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,120</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Series A-1 convertible preferred stock</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">333</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">333</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">333</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Series C-1 convertible preferred stock</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,459</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,459</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:8pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(o) Goodwill</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill represents the excess of cost over the fair value of net assets of businesses acquired. Goodwill is not amortized, but instead tested for impairment at least annually. Annually we assess whether there is an indication that goodwill is impaired, or more frequently if events and circumstances indicate that the asset might be impaired during the year. We perform our annual impairment test as of October 31 of each year. The first step of our impairment analysis compares the fair value of our reporting units to their net book value to determine if there is an indicator of impairment. We operate as three reporting units. ASC 350, <span style="font-style:italic;">Intangibles, Goodwill and Other</span> states that if the carrying value of a reporting unit is negative, the second step of the impairment test shall be performed to measure the amount of impairment loss, if any, if qualitative factors indicate that it is more likely than not that a goodwill impairment exists. No goodwill impairment has been recognized for the periods presented.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(p) Long-lived Assets</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">If required based on certain events and circumstances, recoverability of assets to be held and used, other than goodwill and intangible assets not being amortized, is measured by a comparison of the carrying amount of an asset to the undiscounted future net cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset exceeds its estimated future undiscounted cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. Authoritative guidance requires companies to separately report discontinued operations and extends that reporting to a component of an entity that either has been disposed of (by sale, abandonment, or in a distribution to owners) or is classified as held for sale. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(q) Leases</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases<span style="font-style:normal;"> (Topic 842) (“ASC 842”) which supersedes Topic 840, Leases (“ASC 840”). We adopted ASC 842 on January 1, 2019 using the alternative transition method and recorded a cumulative effect adjustment to beginning retained earnings without restating prior periods. We elected the package of practical expedients, which allowed us to carry forward our historical lease classification, our assessment of whether a contract is or contains a lease and our initial direct costs for any leases that existed prior to adoption of the new standard.</span></p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">At the inception of an agreement, we determine whether the contract contains a lease. If a lease is identified in such arrangement, we recognize a right-of-use asset and liability on our consolidated balance sheet and determine whether the lease should be classified as a finance or operating lease. We have elected not to recognize assets or liabilities for leases with lease terms of 12 months or less.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A lease qualifies as a finance lease if any of the following criteria are met at the inception of the lease: (i) there is a transfer of ownership of the leased asset by the end of the lease term, (ii) we hold an option to purchase the leased asset that we are reasonably certain to exercise, (iii) the lease term is for a major part of the remaining economic life of the leased asset, (iv) the present value of the sum of lease payments equals or exceeds substantially all of the fair value of the leased asset, or (v) the nature of the leased asset is specialized to the point that it is expected to provide the lessor no alternative use at the end of the lease term. All other leases are recorded as operating leases.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Our leases commence when the lessor makes the asset available for our use. Finance and operating lease right-of-use assets and liabilities are recognized at the lease commencement date. Lease liabilities are recognized as the present value of the lease payments over the lease term, net of any future lease incentives to be received, using the discount rate implicit in the lease. If the implicit rate is not readily determinable, as is the case with all our current leases, we utilize our incremental borrowing rate at the lease commencement date. Right-of-use assets are recognized based on the amount of the lease liability, adjusted for any advance lease payments paid, initial direct costs incurred, or lease incentives received prior to commencement. Right-of-use assets are subject to evaluation for impairment or disposal on a basis consistent with other long-lived assets.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Operating lease payments are expensed using the straight-line method as an operating expense over the lease term, unless the right-of-use asset reflects impairment. We will then recognize the amortization of the right-of-use asset on a straight-line basis over the remaining lease term with rent expense still included in operating expense in our consolidated statement of operations.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Finance lease assets are amortized to depreciation expense using the straight-line method over the shorter of the useful life of the related asset or the lease term, unless the lease includes a provision that either (i) results in the transfer of ownership of the underlying asset at the end of the lease term or (ii) includes a purchase option whose exercise is reasonably certain. In either of these instances, the right-of-use asset is amortized over the useful life of the underlying asset. Finance lease payments are bifurcated into (i) a portion that is recorded as imputed interest expense and (ii) a portion that reduces the finance lease liability.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We do not separate lease and non-lease components for any of our current asset classes when determining which lease payments to include in the calculation of its lease assets and liabilities. Variable lease payments are expensed in the period incurred. If a lease includes an option to extend or terminate the lease, we reflect the option in the lease term if it is reasonably certain the option will be exercised. Our right of use assets and lease liabilities generally exclude periods covered by renewal options and include periods covered by early termination options (based on our conclusion that it is not reasonably certain that we will exercise such options).</span></p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We account for the sublease of space in our main Lexington, Massachusetts facility from the perspective of a lessor. Our sublease is classified as an operating lease. We record sublease income as a reduction of operating expense.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Operating leases are recorded in “Operating lease right-of-use assets”, “Current portion, operating lease liabilities” and “Operating lease liabilities, net of current portion”, while finance leases are recorded in “Property, plant and equipment, net”, “Other current liabilities” and “Other long-term liabilities” on our consolidated balance sheets.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(r) Recent Accounting Pronouncements</p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:12pt;margin-top:0pt;margin-left:3.4%;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Recently Issued and Adopted</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In December 2019, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 enhances and simplifies multiple aspects of the income tax accounting guidance in ASC 740. We adopted the standard on January 1, 2021. The adoption did not have a material impact on our consolidated financial statements.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:12pt;margin-top:0pt;margin-left:3.4%;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Recently Issued, Not Yet Adopted</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350) that will eliminate the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge. Instead, an impairment charge will be based on the excess of a reporting unit’s carrying amount over its fair value. The guidance is effective for the Company in the first quarter of fiscal 2023. Early adoption is permitted. We do not anticipate the adoption of this guidance to have a material impact on our consolidated financial statements, absent any goodwill impairment.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">No other new accounting pronouncement issued or effective during the year ended December 31, 2021 had or is expected to have a material impact on our consolidated financial statements or disclosures.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(a) Basis of Presentation and Principles of Consolidation</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles and include the accounts of Agenus and our subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. Non-controlling interest in the consolidated financial statements represents the portion of two of our subsidiaries not 100% owned by Agenus. Refer to Note 12 for additional detail.</p> 2 1 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(b) Segment Information</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We are managed and currently operate as two segments. However, we have concluded that our two operating segments meet all three criteria required by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 280, <span style="font-style:italic;">Segment Reporting</span> to be aggregated into one reportable segment. The aggregation of our two operating segments into one reportable segment is consistent with the objectives and basic principles of ASC 280. Our two operating segments have similar economic characteristics and are both similar with respect to the five qualitative characteristics specified in ASC 280. Accordingly, we do not have separately reportable segments as defined by ASC 280<span style="font-style:italic;">.</span></p> 2 1 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(c) Use of Estimates</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. We base those estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances. Actual results could differ from those estimates.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(d) Cash and Cash Equivalents</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We consider all highly liquid investments purchased with maturities at acquisition of three months or less to be cash equivalents. Cash equivalents consist primarily of money market funds and U.S. Treasury Bills.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(e) Concentrations of Credit Risk</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Financial instruments that potentially subject us to concentrations of credit risk are primarily cash equivalents, investments, and accounts receivable. We invest our cash, cash equivalents and short-term investments in accordance with our investment policy, which specifies high credit quality standards and limits the amount of credit exposure from any single issue, issuer, or type of investment. We carry balances in excess of federally insured levels; however, we have not experienced any losses to date from this practice.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(f) Accounts Receivable</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable are amounts due from our collaboration partners and customers as a result of research and development and other services provided, as well as milestones achieved. We considered the need for an allowance for doubtful accounts and have concluded that no allowance was needed as of December 31, 2021 and 2020, as the estimated risk of loss on our accounts receivable was determined to be minimal.</p> 0 0 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(g) Property, Plant and Equipment</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property, plant and equipment, including software developed for internal use, are carried at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Amortization of leasehold improvements is computed over the shorter of the lease term or estimated useful life of the asset. Additions and improvements are capitalized, while repairs and maintenance are charged to expense as incurred. Amortization and depreciation of plant and equipment was $4.6 million, $5.1 million, and $4.8 million, for the years ended December 31, 2021, 2020, and 2019, respectively.</p> 4600000 5100000 4800000 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(h) Fair Value of Financial Instruments</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The estimated fair values of all our financial instruments approximate their carrying amounts in the consolidated balance sheets. The fair value of our outstanding debt is based on a present value methodology. The outstanding principal amount of our debt, including the current portion, was $13.8 million and $20.0 million at December 31, 2021 and 2020, respectively.</p> 13800000 20000000.0 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(i) Revenue Recognition</p> <p id="S163370664" style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We account for revenue in accordance with ASC 606, <span style="font-style:italic;">Revenue from Contracts with Customers</span> (“ASC 606”). </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the years ended December 31, 2021, 2020 and 2019, 74%, 16% and 60%, respectively, of our revenue was earned from one collaboration partner.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In accordance with ASC 606, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration to which we expect to be entitled to receive in exchange for these goods and services. To achieve this core principle, we apply the following five steps:</p> <p id="T8" style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">1) Identify the contract with the customer</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A contract with a customer exists when (i) the Company enters into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the related payment terms, (ii) the contract has commercial substance, and (iii) the Company determines that collection of substantially all consideration for goods and services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. The Company applies judgment in determining the customer’s intent and ability to pay, which is based on a variety of factors including the customer’s historical payment experience, or in the case of a new customer, published credit and financial information pertaining to the customer.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">2) Identify the performance obligations in the contract</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Performance obligations promised in a contract are identified based on the goods and services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the good or service either on its own or together with other available resources, and are distinct in the context of the contract, whereby the transfer of the good or service is separately identifiable from other promises in the contract. To the extent a contract includes multiple promised goods and services, the Company must apply judgment to determine whether promised goods and services are capable of being distinct and are distinct in the context of the contract. If these criteria are not met, the promised goods and services are accounted for as a combined performance obligation.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">3) Determine the transaction price</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring goods and services to the customer. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Any estimates, including the effect of the constraint on variable consideration, are evaluated at each reporting period for any changes. Determining the transaction price requires significant judgment, which is discussed in further detail for each of the Company’s contracts with customers in Note 15.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">4) Allocate the transaction price to performance obligations in the contract</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance </p> <p style="margin-top:12pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">obligation on a relative stand-alone selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct service that forms part of a single performance obligation. The consideration to be received is allocated among the separate performance obligations based on relative stand-alone selling prices. Determining the amount of the transaction price to allocate to each separate performance obligation requires significant judgement, which is discussed in further detail for each of the Company’s contracts with customers in Note </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">.</span></p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">5) Recognize revenue when or as the Company satisfies a performance obligation</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company satisfies performance obligations either over time or at a point in time. Revenue is recognized over time if either 1) the customer simultaneously receives and consumes the benefits provided by the entity’s performance, 2) the entity’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced, or 3) the entity’s performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date. If the entity does not satisfy a performance obligation over time, the related performance obligation is satisfied at a point in time by transferring the control of a promised good or service to a customer. Examples of control are using the asset to produce goods or services, enhance the value of other assets, settle liabilities, and holding or selling the asset. ASC 606 requires the Company to select a single revenue recognition method for the performance obligation that faithfully depicts the Company’s performance in transferring control of the goods and services. The guidance allows entities to choose between two methods to measure progress toward complete satisfaction of a performance obligation: </p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:12pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:12pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:Times New Roman;text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:Times New Roman;text-transform:none;font-variant: normal;letter-spacing:0pt;">1.</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:12pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">Output methods - recognize revenue on the basis of direct measurements of the value to the customer of the goods or services transferred to date relative to the remaining goods or services promised under the contract (e.g. surveys of performance completed to date, appraisals of results achieved, milestones reached, time elapsed, and units of produced or units delivered); and </span></p></td></tr></table></div> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:5%;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-top:0pt;margin-bottom:0pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-top:0pt;margin-bottom:0pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:Times New Roman;text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:Times New Roman;text-transform:none;font-variant: normal;letter-spacing:0pt;">2.</span></p></td> <td valign="top"> <p style="text-align:left;margin-top:0pt;margin-bottom:0pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">Input methods - recognize revenue on the basis of the entity’s efforts or inputs to the satisfaction of a performance obligation (e.g., resources consumed, labor hours expended, costs incurred, or time elapsed) relative to the total expected inputs to the satisfaction of that performance obligation.</span></p></td></tr></table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">Licenses of intellectual property: <span style="font-style:normal;">If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenue from non-refundable, up-front fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. </span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">Milestone payments:<span style="font-style:normal;"> At the inception of each arrangement that includes development, regulatory or commercial milestone payments, the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price. ASC 606 suggests two alternatives to use when estimating the amount of variable consideration: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. Whichever method is used, it should be consistently applied throughout the life of the contract; however, it is not necessary for the Company to use the same approach for all contracts. The Company uses the most likely amount method for development and regulatory milestone payments. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis. The Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability or achievement of each such milestone and any related constraint, and if necessary, adjusts its estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. </span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">Royalties: <span style="font-style:normal;">For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). </span></p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">Up-front Fees:<span style="font-style:normal;"> Depending on the nature of the agreement, up-front payments and fees may be recorded as deferred revenue upon receipt or when due and may require deferral of revenue recognition to a future period until the Company performs its obligations under these arrangements. Amounts payable to the Company are recorded as accounts receivable when the Company’s right to consideration is unconditional. The Company does not assess whether a contract has a significant financing component if the </span></p> <p style="margin-top:6pt;margin-bottom:0pt;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;"><span style="font-style:normal;">expectation at contract inception is such that the period between payment by the customer and the transfer of the promised goods or services to the customer will be one year or less. </span></p> 0.74 0.16 0.60 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(j) Foreign Currency Transactions</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Gains and losses from our foreign currency-based accounts and transactions, such as those resulting from the translation and settlement of receivables and payables denominated in foreign currencies, are included in the consolidated statements of operations within other income (expense). We do not currently use derivative financial instruments to manage the risks associated with foreign currency fluctuations. We recorded a foreign currency gain of $1.0 million for the year ended December 31, 2021, a foreign currency loss of $3.1 million for the year ended December 31, 2020, and a foreign currency gain of $0.1 million for the year ended December 31, 2019.</p> 1000000.0 -3100000 100000 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(k) Research and Development</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development expenses include the costs associated with our internal research and development activities, including salaries and benefits, share-based compensation, occupancy costs, clinical manufacturing costs, related administrative costs, and research and development conducted for us by outside advisors, such as sponsored university-based research partners and clinical study partners. We account for our internally managed clinical study costs by estimating the total cost to treat a patient in each clinical trial and recognizing this cost based on estimates of when the patient receives treatment, beginning when the patient enrolls in the trial. Research and development expenses also include the cost of clinical trial materials shipped to our research partners. Research and development costs are expensed as incurred.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(l) Share-Based Compensation</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We account for share-based compensation in accordance with the provisions of ASC 718, <span style="font-style:italic;">Compensation—Stock Compensation.</span> Share-based compensation expense is recognized based on the estimated grant date fair value. Compensation cost is recognized on a straight-line basis over the requisite service period of the award. Forfeitures are recognized as they occur. See Note 13 for a further discussion on share-based compensation.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(m) Income Taxes</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Income taxes are accounted for under the asset and liability method with deferred tax assets and liabilities recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and net operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which such items are expected to be reversed or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated statement of operations in the period that includes the enactment date. Deferred tax assets are recognized when they are more likely than not expected to be realized.  </p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(n) Net Loss Per Share</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Basic income and loss per common share are calculated by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our Directors’ Deferred Compensation Plan). Diluted income per common share is calculated by dividing net income attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our Directors’ Deferred Compensation Plan) plus the dilutive effect of outstanding instruments such as warrants, stock options, non-vested shares, convertible preferred stock, and convertible notes. Because we reported a net loss attributable to common stockholders for all periods presented, diluted loss per common share is the same as basic loss per common share, as the effect of utilizing the fully diluted share count would have reduced the net loss per common share. Therefore, the following potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding as of December 31, 2021, 2020, and 2019, as they would be anti-dilutive:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.02%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Warrants</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,980</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,950</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,400</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Stock options</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32,764</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">28,916</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27,164</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Nonvested shares</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,018</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">887</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,120</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Series A-1 convertible preferred stock</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">333</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">333</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">333</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Series C-1 convertible preferred stock</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,459</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,459</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> the following potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding as of December 31, 2021, 2020, and 2019, as they would be anti-dilutive: <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.02%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Warrants</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,980</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,950</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,400</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Stock options</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32,764</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">28,916</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27,164</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Nonvested shares</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,018</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">887</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,120</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Series A-1 convertible preferred stock</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">333</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">333</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">333</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Series C-1 convertible preferred stock</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,459</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,459</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 1980 1950 1400 32764 28916 27164 1018 887 2120 333 333 333 12459 12459 <p style="margin-top:8pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(o) Goodwill</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill represents the excess of cost over the fair value of net assets of businesses acquired. Goodwill is not amortized, but instead tested for impairment at least annually. Annually we assess whether there is an indication that goodwill is impaired, or more frequently if events and circumstances indicate that the asset might be impaired during the year. We perform our annual impairment test as of October 31 of each year. The first step of our impairment analysis compares the fair value of our reporting units to their net book value to determine if there is an indicator of impairment. We operate as three reporting units. ASC 350, <span style="font-style:italic;">Intangibles, Goodwill and Other</span> states that if the carrying value of a reporting unit is negative, the second step of the impairment test shall be performed to measure the amount of impairment loss, if any, if qualitative factors indicate that it is more likely than not that a goodwill impairment exists. No goodwill impairment has been recognized for the periods presented.</p> 0 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(p) Long-lived Assets</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">If required based on certain events and circumstances, recoverability of assets to be held and used, other than goodwill and intangible assets not being amortized, is measured by a comparison of the carrying amount of an asset to the undiscounted future net cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset exceeds its estimated future undiscounted cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. Authoritative guidance requires companies to separately report discontinued operations and extends that reporting to a component of an entity that either has been disposed of (by sale, abandonment, or in a distribution to owners) or is classified as held for sale. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(q) Leases</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases<span style="font-style:normal;"> (Topic 842) (“ASC 842”) which supersedes Topic 840, Leases (“ASC 840”). We adopted ASC 842 on January 1, 2019 using the alternative transition method and recorded a cumulative effect adjustment to beginning retained earnings without restating prior periods. We elected the package of practical expedients, which allowed us to carry forward our historical lease classification, our assessment of whether a contract is or contains a lease and our initial direct costs for any leases that existed prior to adoption of the new standard.</span></p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">At the inception of an agreement, we determine whether the contract contains a lease. If a lease is identified in such arrangement, we recognize a right-of-use asset and liability on our consolidated balance sheet and determine whether the lease should be classified as a finance or operating lease. We have elected not to recognize assets or liabilities for leases with lease terms of 12 months or less.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A lease qualifies as a finance lease if any of the following criteria are met at the inception of the lease: (i) there is a transfer of ownership of the leased asset by the end of the lease term, (ii) we hold an option to purchase the leased asset that we are reasonably certain to exercise, (iii) the lease term is for a major part of the remaining economic life of the leased asset, (iv) the present value of the sum of lease payments equals or exceeds substantially all of the fair value of the leased asset, or (v) the nature of the leased asset is specialized to the point that it is expected to provide the lessor no alternative use at the end of the lease term. All other leases are recorded as operating leases.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Our leases commence when the lessor makes the asset available for our use. Finance and operating lease right-of-use assets and liabilities are recognized at the lease commencement date. Lease liabilities are recognized as the present value of the lease payments over the lease term, net of any future lease incentives to be received, using the discount rate implicit in the lease. If the implicit rate is not readily determinable, as is the case with all our current leases, we utilize our incremental borrowing rate at the lease commencement date. Right-of-use assets are recognized based on the amount of the lease liability, adjusted for any advance lease payments paid, initial direct costs incurred, or lease incentives received prior to commencement. Right-of-use assets are subject to evaluation for impairment or disposal on a basis consistent with other long-lived assets.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Operating lease payments are expensed using the straight-line method as an operating expense over the lease term, unless the right-of-use asset reflects impairment. We will then recognize the amortization of the right-of-use asset on a straight-line basis over the remaining lease term with rent expense still included in operating expense in our consolidated statement of operations.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Finance lease assets are amortized to depreciation expense using the straight-line method over the shorter of the useful life of the related asset or the lease term, unless the lease includes a provision that either (i) results in the transfer of ownership of the underlying asset at the end of the lease term or (ii) includes a purchase option whose exercise is reasonably certain. In either of these instances, the right-of-use asset is amortized over the useful life of the underlying asset. Finance lease payments are bifurcated into (i) a portion that is recorded as imputed interest expense and (ii) a portion that reduces the finance lease liability.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We do not separate lease and non-lease components for any of our current asset classes when determining which lease payments to include in the calculation of its lease assets and liabilities. Variable lease payments are expensed in the period incurred. If a lease includes an option to extend or terminate the lease, we reflect the option in the lease term if it is reasonably certain the option will be exercised. Our right of use assets and lease liabilities generally exclude periods covered by renewal options and include periods covered by early termination options (based on our conclusion that it is not reasonably certain that we will exercise such options).</span></p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We account for the sublease of space in our main Lexington, Massachusetts facility from the perspective of a lessor. Our sublease is classified as an operating lease. We record sublease income as a reduction of operating expense.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Operating leases are recorded in “Operating lease right-of-use assets”, “Current portion, operating lease liabilities” and “Operating lease liabilities, net of current portion”, while finance leases are recorded in “Property, plant and equipment, net”, “Other current liabilities” and “Other long-term liabilities” on our consolidated balance sheets.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(r) Recent Accounting Pronouncements</p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:12pt;margin-top:0pt;margin-left:3.4%;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Recently Issued and Adopted</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In December 2019, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 enhances and simplifies multiple aspects of the income tax accounting guidance in ASC 740. We adopted the standard on January 1, 2021. The adoption did not have a material impact on our consolidated financial statements.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:12pt;margin-top:0pt;margin-left:3.4%;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Recently Issued, Not Yet Adopted</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350) that will eliminate the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge. Instead, an impairment charge will be based on the excess of a reporting unit’s carrying amount over its fair value. The guidance is effective for the Company in the first quarter of fiscal 2023. Early adoption is permitted. We do not anticipate the adoption of this guidance to have a material impact on our consolidated financial statements, absent any goodwill impairment.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">No other new accounting pronouncement issued or effective during the year ended December 31, 2021 had or is expected to have a material impact on our consolidated financial statements or disclosures.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> 2021-01-01 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(3) Business Acquisitions</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">4-Antibody</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On January 10, 2014, we entered into a Share Exchange Agreement (the “Share Exchange Agreement”) providing for our acquisition of all of the outstanding capital stock of Agenus Switzerland Inc. (formerly known as 4-Antibody AG) (“4-AB”), from the shareholders of 4-AB (the “4-AB Shareholders”). Contingent milestone payments of up to $40.0 million (the “contingent purchase price consideration”), payable in cash or shares of our common stock at our option, are due to the 4-AB Shareholders as follows: (i) $20.0 million upon our market capitalization exceeding $300.0 million for 10 consecutive trading days prior to the earliest of (a) the fifth anniversary of the Closing Date (b) the sale of the 4-AB or (c) the sale of Agenus; (ii) $10.0 million upon our market capitalization exceeding $750.0 million for 30 consecutive trading days prior to the earliest of (a) the tenth anniversary of the Closing Date (b) the sale of 4-AB, or (c) the sale of Agenus, and (iii) $10.0 million upon our market capitalization exceeding $1.0 billion for 30 consecutive trading days prior to the earliest of (a) the tenth anniversary of the Closing Date, (b) the sale of 4-AB, or (c) the sale of Agenus. During January 2015, the first milestone noted above was achieved and, during 2021, the remaining two milestones were achieved.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:8pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">PhosImmune Inc.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.4%;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On December 23, 2015 (the “PhosImmune Closing Date”), we entered into a Purchase Agreement with PhosImmune Inc., a privately-held Virginia corporation (“PhosImmune”), the securityholders of PhosImmune (the “PhosImmune Securityholders”) and Fanelli Haag PLLC, as representative of the PhosImmune Securityholders providing for the acquisition of all outstanding securities of PhosImmune. Contingent milestone payments up to $35.0 million payable in cash and/or stock at our option are due as follows: (i) $5.0 million upon the closing trading price of our common stock equals or exceeds $8.00 for 60 consecutive trading days prior to the earlier of (a) the fifth anniversary of the PhosImmune Closing Date (this milestone expired unachieved on December 23, 2020) or (b) the sale of Agenus; (ii) $15.0 million if the closing trading price of our common stock equals or exceeds $13.00 for 60 consecutive </p> <p style="margin-bottom:0pt;margin-top:0pt;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">trading days prior to the earlier of (a) the tenth anniversary of the PhosImmune Closing Date or (b) the sale of Agenus; and (iii) $</span><span style="font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15.0</span><span style="font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million if the closing trading price of our common stock equals or exceeds $</span><span style="font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19.00</span><span style="font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> for </span><span style="font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">60</span><span style="font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> consecutive trading days prior to the earlier of (a) the tenth anniversary of the PhosImmune Closing Date or (b) the sale of Agenus.</span></p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> 40000000.0 20000000.0 300000000.0 10000000.0 750000000.0 10000000.0 1000000000.0 2 35000000.0 5000000.0 8.00 2020-12-23 15000000.0 13.00 15000000.0 19.00 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(4) Goodwill and Acquired Intangible Assets</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table sets forth the changes in the carrying amount of goodwill for year ended December 31, 2021 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:60%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25,452</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Effect of foreign currency</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(576</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, December 31, 2021</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">24,876</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired intangible assets consisted of the following at December 31, 2021 and 2020 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:90%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="12" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.42%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Amortization</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">period</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Gross carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Accumulated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amortization</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Net carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Intellectual Property</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7-15 years</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">16,850</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(11,927</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,923</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trademarks</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4-4.5 years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,277</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,047</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">230</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2-7 years</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,255</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(981</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,274</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In-process research and development</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:11.18%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Indefinite</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,061</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,061</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:11.18%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,443</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(13,955</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,488</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:90%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="12" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.42%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Amortization</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">period</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Gross carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Accumulated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amortization</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Net carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Intellectual Property</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7-15 years</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,013</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(10,112</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,901</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trademarks</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4.5 years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,310</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(980</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">330</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2-6 years</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,272</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(749</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,523</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In-process research and development</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:11.18%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Indefinite</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,132</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,132</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:11.18%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,727</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(11,841</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,886</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The weighted average amortization period of our finite-lived intangible assets is approximately 9 years. Amortization expense for the years ended December 31, 2021, 2020, and 2019 was $2.1 million, $2.4 million and $2.0 million, respectively. Amortization expense related to acquired intangibles is estimated at $2.2 million for 2022, $1.7 million for 2023 and $0.6 million for each of 2024, 2025 and 2026.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The acquired IPR&amp;D asset relates to the six pre-clinical antibody programs acquired in the Agenus Switzerland transaction. IPR&amp;D acquired in a business combination is capitalized at fair value until the underlying project is completed and is subject to impairment testing. Once the project is completed, the carrying value of IPR&amp;D is amortized over the estimated useful life of the asset. Post-acquisition research and development expenses related to the acquired IPR&amp;D are expensed as incurred.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:9pt;"> </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table sets forth the changes in the carrying amount of goodwill for year ended December 31, 2021 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:60%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25,452</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Effect of foreign currency</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(576</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, December 31, 2021</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">24,876</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 25452000 -576000 24876000 <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired intangible assets consisted of the following at December 31, 2021 and 2020 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:90%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="12" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.42%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Amortization</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">period</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Gross carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Accumulated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amortization</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Net carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Intellectual Property</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7-15 years</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">16,850</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(11,927</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,923</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trademarks</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4-4.5 years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,277</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,047</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">230</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2-7 years</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,255</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(981</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,274</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In-process research and development</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:11.18%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Indefinite</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,061</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,061</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:11.18%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,443</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(13,955</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,488</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:90%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="12" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.42%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Amortization</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">period</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Gross carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Accumulated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amortization</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Net carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Intellectual Property</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7-15 years</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,013</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(10,112</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,901</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trademarks</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4.5 years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,310</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(980</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">330</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2-6 years</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,272</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(749</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,523</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In-process research and development</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:11.18%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Indefinite</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,132</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,132</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:11.18%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,727</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(11,841</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,886</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 16850000 11927000 4923000 1277000 1047000 230000 2255000 981000 1274000 2061000 22443000 13955000 8488000 17013000 10112000 6901000 P4Y6M 1310000 980000 330000 2272000 749000 1523000 2132000 22727000 11841000 10886000 P9Y 2100000 2400000 2000000.0 2200000 1700000 600000 600000 600000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(5) Investments</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Cash Equivalents and Short-term Investments</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash equivalents and short-term investments consisted of the following as of December 31, 2021 and 2020 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:90%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Cost</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Estimated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Fair Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Cost</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Estimated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Fair Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Institutional Money Market Funds</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">219,903</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">219,903</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">64,256</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">64,256</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">U.S. Treasury Bills</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">34,989</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">34,989</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20,000</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20,000</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">254,892</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">254,892</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">84,256</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">84,256</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> As a result of the short-term nature of our investments, there were minimal unrealized holding gains or losses for the years ended December 31, 2021, 2020 and 2019.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Of the investments listed above, $239.9 million were classified as cash equivalents and $15.0 million as short-term investments on our consolidated balance sheets as of December 31, 2021. All were classified as cash equivalents as of December 31, 2020.</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash equivalents and short-term investments consisted of the following as of December 31, 2021 and 2020 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:90%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Cost</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Estimated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Fair Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Cost</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Estimated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Fair Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Institutional Money Market Funds</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">219,903</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">219,903</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">64,256</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">64,256</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">U.S. Treasury Bills</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">34,989</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">34,989</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20,000</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20,000</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">254,892</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">254,892</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">84,256</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">84,256</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 219903000 219903000 64256000 64256000 34989000 34989000 20000000 20000000 254892000 254892000 84256000 84256000 239900000 15000000.0 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(6) Restricted Cash</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2021 and 2020, we maintained non-current restricted cash of $2.7 million and $2.6 million, respectively. These amounts are included within “Other long-term assets” in our consolidated balance sheets and are comprised of letters of credit required under two of our facility leases. We did not maintain restricted cash as of December 31, 2019. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table provides a reconciliation of cash, cash equivalents and restricted cash that agrees to the total of the aforementioned amounts shown in our consolidated statements of cash flows as of December 31, 2021, 2020 and 2019, respectively (in thousands):</p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:43.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:43.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash and cash equivalents</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.02%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">291,931</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.02%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">99,871</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.02%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">61,808</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:43.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Restricted cash</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,669</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,634</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:43.48%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash, cash equivalents and restricted cash</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">294,600</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">102,505</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">61,808</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 2700000 2600000 0 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table provides a reconciliation of cash, cash equivalents and restricted cash that agrees to the total of the aforementioned amounts shown in our consolidated statements of cash flows as of December 31, 2021, 2020 and 2019, respectively (in thousands):</p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:43.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:43.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash and cash equivalents</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.02%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">291,931</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.02%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">99,871</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.02%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">61,808</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:43.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Restricted cash</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,669</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,634</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:43.48%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash, cash equivalents and restricted cash</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">294,600</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">102,505</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.02%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.8%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">61,808</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 291931000 99871000 61808000 2669000 2634000 294600000 102505000 61808000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(7) Property, Plant and Equipment</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property, plant and equipment, net as of December 31, 2021 and 2020 consist of the following (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Estimated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Depreciable</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Lives</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Land</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,969</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,230</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.76%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Indefinite</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Building and building improvements</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,630</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,630</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.76%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">35 years</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Furniture, Fixtures, and other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,874</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,866</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.76%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000698">3 to 10 years</span></p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Laboratory, manufacturing and transportation equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27,095</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,855</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.76%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000700">4 to 10 years</span></p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Leasehold improvements</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">45,496</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">28,390</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.76%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000702">2 to 12 years</span></p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Software and computer equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,504</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:12.76%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3 years</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">110,568</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">73,991</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.76%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less accumulated depreciation and amortization</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(50,539</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(47,201</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:12.76%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">60,029</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">26,790</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:12.76%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property, plant and equipment, net as of December 31, 2021 and 2020 consist of the following (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Estimated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Depreciable</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Lives</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Land</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,969</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,230</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.76%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Indefinite</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Building and building improvements</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,630</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,630</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.76%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">35 years</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Furniture, Fixtures, and other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,874</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,866</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.76%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000698">3 to 10 years</span></p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Laboratory, manufacturing and transportation equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27,095</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,855</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.76%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000700">4 to 10 years</span></p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Leasehold improvements</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">45,496</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">28,390</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.76%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000702">2 to 12 years</span></p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Software and computer equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,504</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:12.76%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3 years</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">110,568</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">73,991</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.76%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less accumulated depreciation and amortization</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(50,539</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(47,201</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:12.76%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">60,029</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">26,790</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:12.76%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 17969000 2230000 5630000 5630000 4874000 5866000 27095000 22855000 45496000 28390000 9504000 9020000 110568000 73991000 50539000 47201000 60029000 26790000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(8) Income Taxes</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We are subject to taxation in the U.S. and in various state, local, and foreign jurisdictions. We remain subject to examination by U.S. Federal, state, local, and foreign tax authorities for tax years 2018 through 2021. With a few exceptions, we are no longer subject to U.S. Federal, state, local, and foreign examinations by tax authorities for the tax year 2017 and prior. However, net operating losses from the tax year 2017 and prior would be subject to examination if and when used in a future tax return to offset taxable income. Our policy is to recognize income tax related penalties and interest, if any, in our provision for income taxes and, to the extent applicable, in the corresponding income tax assets and liabilities, including any amounts for uncertain tax positions.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2021, we had available net operating loss carryforwards of $749.3 million and $231.6 million for Federal and state income tax purposes, respectively, which are available to offset future Federal and state taxable income, if any, $152.9 million of these Federal net operating loss carryforwards do not expire, while the remaining net operating loss carryforwards expire between 2022 and 2041. Our ability to use these net operating losses may be limited by change of control provisions under Internal Revenue Code Section 382 and may expire unused. In addition, we have $8.7 million and $2.2 million of Federal and state research and development credits, respectively, available to offset future taxable income. These Federal and state research and development credits expire between 2022 and 2033 and 2022 and 2029, respectively. Additionally, we have $211,000 of state investment tax credits, available to offset future taxable income and expire between 2022 and 2025. We also have foreign net operating loss carryforwards, which do not expire, available to offset future foreign taxable income of $11.5 million in the United Kingdom, $11.7 million in Belgium, $685,000 in Ireland, and $289,000 in Hong Kong. The potential impacts of such provisions are among the items considered and reflected in management’s assessment of our valuation allowance requirements.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The tax effect of temporary differences and net operating loss and tax credit carryforwards that give rise to significant portions of the deferred tax assets and deferred tax liabilities as of December 31, 2021 and 2020 are presented below (in thousands).</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:70%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.86%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.86%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax assets:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">U.S. Federal and State net operating loss carryforwards</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">171,848</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">168,786</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign net operating loss carryforwards</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,608</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,302</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development tax credits</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,577</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,314</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Share-based compensation</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,383</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,846</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Intangible Assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">33,511</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">39,477</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Interest expense carryforward</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">11,319</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,114</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred Revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">51,256</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">58,796</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Lease Liability</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,945</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,389</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,285</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,768</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total deferred tax assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">305,732</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">311,792</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less: valuation allowance</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(297,831</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(303,747</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net deferred tax assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,901</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,045</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign intangible assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(940</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,052</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Right of use asset</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(6,946</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,852</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,017</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(192</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(8,903</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(9,096</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net deferred tax liability</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,002</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,051</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In assessing the realizability of deferred tax assets, we consider whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which the net operating loss and tax credit carryforwards can be utilized or the temporary differences become deductible. We consider projected future taxable income and tax planning strategies in making this assessment. In order to fully realize the deferred tax asset, we will need to generate future taxable income sufficient to utilize net operating losses prior to their expiration. Based upon our history of not generating taxable income due to our business activities focused on product development, we believe that it is more likely than not that deferred tax assets will not be realized through future earnings. Accordingly, a valuation allowance has been established for deferred tax assets which will not be offset by the reversal of deferred tax liabilities. The valuation allowance on the deferred tax assets decreased by $5.9 million and increased by $41.5 million during the years ended December 31, 2021 and 2020, respectively. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Income tax benefit was nil for the years ended December 31, 2021, 2020 and 2019. Income taxes recorded differed from the amounts computed by applying the U.S. Federal income tax rate of <span>21%</span> to loss before income taxes as a result of the following (in thousands).</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Computed “expected” Federal tax benefit</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(5,976</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(38,706</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(23,413</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(Increase) reduction in income taxes benefit resulting from:</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in valuation allowance</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(5,916</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">41,519</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,913</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(Decrease) increase due to uncertain tax positions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,674</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(764</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(64</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign income inclusion</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,570</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Loan forgiveness</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,301</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">State and local income benefit, net of Federal income tax</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   benefit</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,242</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(4,675</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,144</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Equity based compensation</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,290</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,883</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,367</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign rate differential</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(277</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">629</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(564</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in fair value contingent consideration</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,343</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">287</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,219</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other, net</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,079</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,743</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,398</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Income tax benefit</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:60%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, January 1</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,614</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,292</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,356</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Increase (decrease) related to current year positions</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(484</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">88</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">122</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Increase (decrease) related to previously recognized positions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">18</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(766</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(186</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, December 31</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,148</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,614</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,292</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">These unrecognized tax benefits would all impact the effective tax rate if recognized. There are no positions which we anticipate could change within the next twelve months.</p> 749300000 231600000 152900000 2022 2041 8700000 2200000 2022 2033 2022 2029 211000 2022 2025 11500000 11700000 685000 289000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The tax effect of temporary differences and net operating loss and tax credit carryforwards that give rise to significant portions of the deferred tax assets and deferred tax liabilities as of December 31, 2021 and 2020 are presented below (in thousands).</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:70%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.86%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.86%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax assets:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">U.S. Federal and State net operating loss carryforwards</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">171,848</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">168,786</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign net operating loss carryforwards</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,608</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,302</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development tax credits</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,577</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,314</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Share-based compensation</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,383</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,846</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Intangible Assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">33,511</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">39,477</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Interest expense carryforward</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">11,319</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,114</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred Revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">51,256</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">58,796</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Lease Liability</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,945</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,389</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,285</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,768</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total deferred tax assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">305,732</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">311,792</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less: valuation allowance</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(297,831</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(303,747</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net deferred tax assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,901</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,045</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign intangible assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(940</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,052</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Right of use asset</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(6,946</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,852</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,017</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(192</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(8,903</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(9,096</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net deferred tax liability</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,002</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,051</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> 171848000 168786000 6608000 5302000 10577000 14314000 5383000 4846000 33511000 39477000 11319000 7114000 51256000 58796000 9945000 8389000 5285000 4768000 305732000 311792000 297831000 303747000 7901000 8045000 940000 1052000 6946000 7852000 1017000 192000 8903000 9096000 1002000 1051000 -5900000 41500000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Income tax benefit was nil for the years ended December 31, 2021, 2020 and 2019. Income taxes recorded differed from the amounts computed by applying the U.S. Federal income tax rate of <span>21%</span> to loss before income taxes as a result of the following (in thousands).</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Computed “expected” Federal tax benefit</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(5,976</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(38,706</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(23,413</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(Increase) reduction in income taxes benefit resulting from:</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in valuation allowance</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(5,916</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">41,519</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,913</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(Decrease) increase due to uncertain tax positions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,674</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(764</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(64</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign income inclusion</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,570</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Loan forgiveness</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,301</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">State and local income benefit, net of Federal income tax</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   benefit</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,242</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(4,675</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,144</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Equity based compensation</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,290</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,883</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,367</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign rate differential</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(277</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">629</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(564</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in fair value contingent consideration</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,343</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">287</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,219</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other, net</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,079</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,743</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,398</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Income tax benefit</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 0.21 0.21 0.21 -5976000 -38706000 -23413000 -5916000 41519000 7913000 1674000 -764000 -64000 3570000 -1301000 9242000 -4675000 4144000 2290000 1883000 1367000 -277000 629000 -564000 2343000 287000 1219000 -2079000 -3743000 9398000 <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:60%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, January 1</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,614</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,292</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,356</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.6%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Increase (decrease) related to current year positions</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(484</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">88</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.34%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">122</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Increase (decrease) related to previously recognized positions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">18</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(766</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(186</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.6%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, December 31</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,148</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,614</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,292</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 3614000 4292000 4356000 -484000 88000 122000 18000 -766000 -186000 3148000 3614000 4292000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(9) Accrued Liabilities</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accrued liabilities consist of the following as of December 31, 2021 and 2020 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:70%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.86%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.86%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Payroll</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,206</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,643</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Professional fees</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,433</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,457</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contract manufacturing costs</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,824</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,274</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research services</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,550</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,649</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,078</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,034</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">42,091</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">29,057</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> <span style="font-size:9pt;"> </span></p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accrued liabilities consist of the following as of December 31, 2021 and 2020 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:70%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.86%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.86%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Payroll</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,206</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,643</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Professional fees</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,433</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,457</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contract manufacturing costs</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,824</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,274</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research services</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,550</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,649</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,078</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,034</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">42,091</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">29,057</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 14206000 7643000 6433000 4457000 5824000 6274000 8550000 4649000 7078000 6034000 42091000 29057000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(10) Equity</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Effective June 19, 2019, our certificate of incorporation was amended to increase the number of authorized shares of common stock from 240,000,000 to 400,000,000.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Under the terms and conditions of the Certificate of Designation creating the Series A-1 Preferred Stock, this stock is convertible by the holder at any time into our common stock, is non-voting, has an initial conversion price of $94.86 per common share, subject to adjustment, and is redeemable by us at its face amount ($31.6 million), plus any accrued and unpaid dividends. The Certificate of Designation does not contemplate a sinking fund. The Series A-1 Preferred Stock ranks senior to both our Series C-1 Convertible Preferred Stock and our common stock. In a liquidation, dissolution, or winding up of the Company, the Series A-1 Preferred Stock’s liquidation preference must be fully satisfied before any distribution could be made to the holders of the common stock. Other than in such a liquidation, no terms of the Series A-1 Preferred Stock affect our ability to declare or pay dividends on our common stock as long as the Series A-1 Preferred Stock’s dividends are accruing. The liquidation value of this Series A-1 Preferred stock is equal to $1,000 per share outstanding plus any accrued unpaid dividends. Dividends in arrears with respect to the Series A-1 Preferred Stock were approximately $1.8 million or $58.21 per share, and $1.6 million, or $51.54 per share, at December 31, 2021 and 2020, respectively.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">On July 22, 2020, we filed an Automatic Shelf Registration Statement on Form S-3ASR (file no. 333-240006) (the “Registration Statement”). The Registration Statement included both a base prospectus that covered the potential offering, issuance and sale from time to time of common stock, preferred stock, warrants, debt securities and units of Agenus and a prospectus covering the offering, issuance and sale of up to 100 million shares of our common stock from time to time in “at-the-market offerings” pursuant to a new At Market Issuance Sales Agreement (the “Sales Agreement”) entered into with B. Riley on July 22, 2020. Pursuant to the Sales Agreement, sales will be made only upon instructions by us to B. Riley.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">During the year ended December 31, 2021, we received net proceeds of approximately $197.6 million from the sale of approximately 44.2 million shares of our common stock at an average price per share of approximately $4.61, in at-the-market offerings under the Sales Agreement.</span></p> <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In June 2020, in connection with the Betta License Agreement, we entered into a stock purchase agreement with Betta and Betta HK, pursuant to which we agreed to sell to Betta HK approximately 5.0 million shares of our common stock for an aggregate purchase price of approximately $20.0 million, or $4.03 per share. The closing under the stock purchase agreement occurred in July 2020. <span style="Background-color:#FFFFFF;color:#000000;">Betta HK owned approximately 2.8% of the outstanding shares of our common stock after such purchase. Under the stock purchase agreement, Betta HK has agreed not to dispose of any of the shares for a period of 12 months and to vote the shares in accordance with the recommendations of our board of directors for a period of 12 months. </span></p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> 240000000 400000000 94.86 31600000 1000 1800000 58.21 1600000 51.54 100000000 197600000 44200000 4.61 5000000.0 20000000.0 4.03 0.028 P12M P12M <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(11) Series C-1 Convertible Preferred Stock</p> <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In October 2018, we entered into a Stock Purchase Agreement with certain institutional investors (the “Purchasers”), pursuant to which we issued and sold an aggregate of 18,459 shares of Series C-1 Convertible Preferred Stock (the “C-1 Preferred Shares”), at a purchase price of $2,167 per share. Each C-1 Preferred Share is convertible into 1,000 shares of our common stock at an initial conversion price of $2.167 per share of common stock, which represents a 10% premium over the prior day’s closing price on Nasdaq. The aggregate purchase price paid by the Purchasers C-1 Preferred Shares was approximately $40,000,000.  We received net proceeds of $39.9 million after offering expenses.</p> <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The C-1 Preferred Shares </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">were</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> classified as temporary or mezzanine equity on our Consolidated Balance Sheets in accordance with U.S. GAAP as the C-1 Convertible Preferred Shares contain</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">ed</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> deemed liquidation rights that </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">were</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> a contingent redemption feature not solely in the Company’s control.</span></p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Conversion</p> <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The C-1 Preferred Shares were convertible at the option of the stockholder into the number of shares of Common Stock determined by dividing the stated value of the C-1 Preferred Shares being converted by the conversion price of $2.167, subject to adjustment for stock splits, reverse stock splits and similar recapitalization events.</p> <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In the years ended December 31, 2021 and 2019 holders of shares of Series C-1 Preferred Stock converted such shares into 12.5 million shares and 6.0 million shares, respectively, of our common stock. As of December 31, 2021, no shares of Series C-1 Convertible Preferred Stock remained outstanding.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> 18459 2167 1000 2.167 0.10 40000000 39900000 2.167 12500000 6000000.0 0 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(12) Non-controlling Interest</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Non-controlling interest recorded in our consolidated financial statements for the years ended December 31, 2021, 2020 and 2019, relates to the following approximate interests in certain consolidated subsidiaries, which we do not own.</p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:48.5%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.3%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.3%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.3%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">MiNK Therapeutics, Inc.</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">21</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">SaponiQx, Inc.</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> </table></div> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">Changes in non-controlling interest for the years ended December 31, 2021, 2020 and 2019 were as follows (in thousands):</span></p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:48.5%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.3%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.3%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.3%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Beginning balance</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,826</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(5,981</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,078</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net loss attributable to non-controlling interest</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(4,798</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,977</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,903</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other items:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Sale of subsidiary shares in an initial public offering</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">21,230</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Issuance of subsidiary shares to non-controlling interest</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,243</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">132</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:48.5%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Subsidiary share-based compensation</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,620</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total other items</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">26,093</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">132</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:48.5%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Ending balance</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">13,469</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,826</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(5,981</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Sale of Subsidiary Shares in an Initial Public Offering</p> <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In the fourth quarter of 2021, the MiNK Therapeutics initial public offering was completed, <span style="Background-color:#FFFFFF;color:#000000;">resulting in an increase to non-controlling interest of $21.2 million as of December 31, 2021.</span></p> <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Issuance of Subsidiary Shares to Non-controlling Interest</p> <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Shares of SaponiQx were issued in exchange for future services, <span style="Background-color:#FFFFFF;">resulting in an increase to non-controlling interest of $3.2 million and $0.1 million as of December 31, 2021 and 2020, respectively.</span></p> <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Subsidiary Share-based Compensation</p> <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Subsidiary share-based compensation attributed to non-controlling interest represents share-based compensation expense for awards issued by MiNK Therapeutics.</p> <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Non-controlling interest recorded in our consolidated financial statements for the years ended December 31, 2021, 2020 and 2019, relates to the following approximate interests in certain consolidated subsidiaries, which we do not own.</p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:48.5%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.3%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.3%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.3%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">MiNK Therapeutics, Inc.</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">21</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">SaponiQx, Inc.</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> </table></div> 0.21 0.19 0.19 0.27 0.06 0 <p style="margin-bottom:12pt;margin-top:2pt;text-indent:3.4%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">Changes in non-controlling interest for the years ended December 31, 2021, 2020 and 2019 were as follows (in thousands):</span></p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:48.5%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.3%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.3%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.3%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Beginning balance</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,826</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(5,981</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,078</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net loss attributable to non-controlling interest</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(4,798</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,977</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,903</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other items:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Sale of subsidiary shares in an initial public offering</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">21,230</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Issuance of subsidiary shares to non-controlling interest</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,243</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">132</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:48.5%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Subsidiary share-based compensation</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,620</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total other items</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">26,093</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">132</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:48.5%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:48.5%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Ending balance</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">13,469</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,826</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.3%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(5,981</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> -7826000 -5981000 -2078000 -4798000 -1977000 -3903000 21230000 3243000 132000 1620000 26093000 132000 13469000 -7826000 -5981000 21200000 3200000 100000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(13) Share-based Compensation Plans</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On March 12, 2009, our Board of Directors adopted, and on June 10, 2009, our stockholders approved, our 2009 Equity Incentive Plan (the “2009 EIP”). The 2009 EIP provides for the grant of incentive stock options intended to qualify under Section 422 of the Code, nonstatutory stock options, restricted stock, unrestricted stock and other equity-based awards, such as stock appreciation rights, phantom stock awards, and restricted stock units, for up to 29.2 million shares of our common stock (subject to adjustment in the event of stock splits and other similar events). As of December 31, 2021, no shares remain available for issuance under the 2009 EIP.</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On April 10, 2019, our Board of Directors adopted, and on June 19, 2019, our stockholders approved, our 2019 Equity Incentive Plan (the “2019 EIP”). On June 15, 2021, our stockholders approved an amendment to the 2019 EIP, increasing the number of shares available for issuance. The 2019 EIP provides for the grant of incentive stock options intended to qualify under Section 422 of the Code, nonstatutory stock options, restricted stock, unrestricted stock and other equity-based awards, such as stock appreciation rights, phantom stock awards, and restricted stock units, which we refer to collectively as Awards, for up to 55.2 million shares of our common stock (subject to adjustment in the event of stock splits and other similar events).</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Board of Directors appointed the Compensation Committee to administer the 2009 EIP and the 2019 EIP. No awards will be granted under the 2019 EIP after June 19, 2029.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On March 12, 2009, our Board of Directors adopted, and on June 10, 2009, our stockholders approved, the 2009 Employee Stock Purchase Plan (the “2009 ESPP”) to provide eligible employees the opportunity to acquire our common stock in a program designed to comply with Section 423 of the Code. There were 166,666 shares of common stock reserved for issuance under the 2009 ESPP. Rights to purchase common stock under the 2009 ESPP were granted at the discretion of the Compensation Committee, which determined the frequency and duration of individual offerings under the plan and the dates when stock may have been purchased. Eligible employees participated voluntarily and may have withdrawn from any offering at any time before the stock is purchased. Participation terminated automatically upon termination of employment. The purchase price per share of common stock in an offering was 85% of the lesser of its fair value at the beginning of the offering period or on the applicable exercise date and may have been paid through payroll deductions, periodic lump sum payments, the delivery of our common stock, or a combination thereof. Unless otherwise permitted by the Board of Directors, no participant may have acquired more than 3,333 shares of stock in any offering period. No participant was allowed to purchase shares under the 2009 ESPP if such employee would own or would have been deemed to own stock possessing 5% or more of the total combined voting power or value of the Company. The 2009 ESPP plan terminated on June 10, 2019.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In the second quarter of 2019, our Board of Directors adopted, and on June 16, 2020, our stockholders approved the 2019 Employee Stock Purchase Plan (the “2019 ESPP”) to provide eligible employees the opportunity to acquire our common stock in a program designed to comply with Section 423 of the Code. On June 15, 2021, our stockholders approved an amendment to the 2019 ESPP, increasing the number of shares available for issuance. There are 1.0 million shares reserved for issuance under the 2019 ESPP.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Our Directors’ Deferred Compensation Plan, as amended, permits each outside director to defer all, or a portion of, their cash compensation until their service as a director ends or until a specified date into a cash account or a stock account. There are 575,000 shares of our common stock reserved for issuance under this plan. As of December 31, 2021, 72,081 shares had been issued. Amounts deferred to a cash account will earn interest at the rate paid on one-year Treasury bills with interest added to the account annually. Amounts deferred to a stock account will be converted on a quarterly basis into a number of units representing shares of our common stock equal to the amount of compensation which the participant has elected to defer to the stock account divided by the applicable price for our common stock. The applicable price for our common stock has been defined as the average of the closing price of our common stock for all trading days during the calendar quarter preceding the conversion date as reported by The Nasdaq Capital Market. Pursuant to this plan, a total of 538,871 units, each representing a share of our common stock at a weighted average common stock price of $4.35, had been credited to participants’ stock accounts as of December 31, 2021. The compensation charges for this plan were immaterial for all periods presented.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On November 4, 2015, our Board of Directors adopted and approved our 2015 Inducement Equity Plan (the “2015 IEP”) in compliance with and in reliance on NASDAQ Listing Rule 5635(c)(4), which exempts inducement grants from the general requirement of the NASDAQ Listing Rules that equity-based compensation plans and arrangements be approved by stockholders. There are 1,500,000 shares of our common stock reserved for issuance under the 2015 IEP.  </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We primarily use the Black-Scholes option pricing model to value options granted to employees and non-employees, as well as options granted to members of our Board of Directors. All stock option grants have 10-year terms and generally vest ratably over a 3 or 4-year period.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The fair value of each option granted during the periods was estimated on the date of grant using the following weighted average assumptions:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.36%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.06%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.5%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.74%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.14%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.74%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.36%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expected volatility</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.06%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">49</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.5%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">66</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.14%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">64</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.36%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expected term in years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.06%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000889">4</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.5%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000890">6</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.14%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000891">5</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.36%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Risk-free interest rate</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.06%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0.8</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.5%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0.8</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.14%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1.8</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.36%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Dividend yield</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.06%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.5%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.14%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expected volatility is based exclusively on historical volatility data of our common stock. The expected term of stock options granted is based on historical data and other factors and represents the period of time that stock options are expected to be outstanding prior to exercise. The risk-free interest rate is based on U.S. Treasury strips with maturities that match the expected term on the date of grant.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A summary of option activity for 2021 is presented below:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:90%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Options</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Average</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Exercise</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Price</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Average</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Remaining</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Contractual</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Term</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(in years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Aggregate</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Intrinsic</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">28,966,901</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.70</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Granted</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,005,010</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.58</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Exercised</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,502,716</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.40</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Forfeited</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,837,019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.29</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(868,089</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5.17</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32,764,087</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.66</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000914">7.25</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,309,552</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Vested or expected to vest at December 31, 2021</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32,764,087</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.66</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000915">7.25</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,309,552</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Exercisable at December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,509,054</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.84</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000916">6.19</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,832,406</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The weighted average grant-date fair values of options granted during the years ended December 31, 2021, 2020, and 2019, was $2.81, $2.04, and $1.77, respectively.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The aggregate intrinsic value in the table above represents the difference between our closing stock price on the last trading day of fiscal 2021 and the exercise price, multiplied by the number of in-the-money options that would have been received by the option holders had all option holders exercised their options on December 31, 2021 (the intrinsic value is considered to be zero if the exercise price is greater than the closing stock price). This amount changes based on the fair market value of our stock. The total intrinsic value of options exercised during the years ended December 31, 2021, 2020, and 2019, determined on the dates of exercise, was $4.2 million, $1.2 million, and $385,000, respectively.  </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During 2021, 2020, and 2019, all options were granted with exercise prices equal to the market value of the underlying shares of common stock on the grant date other than certain awards dated December 31, 2018, December 24, 2019, December 17, 2020 and December 31, 2020. In December 2018, our Board of Directors approved certain awards subject to forfeiture in the event stockholder approval was not obtained for our 2019 EIP. This approval was obtained in June 2019. Accordingly, these awards have a grant date of June 2019, with an exercise price as of the date the Board of Director's approved the awards in December 2018. In December 2019, our Board of Directors approved certain awards. However, the awards were not communicated until February 2020. Accordingly, these awards have a grant date of February 2020 with an exercise price as of the date the Board of Director's approved the awards in December 2019. On December 17, 2020 our Board of Directors approved certain awards. However, the awards were not communicated until March 2021. Accordingly, these awards have a grant date of March 2021 with an exercise price as of the date the Board of Director's approved the awards in December 2020. On December 31, 2020, our Board of Directors approved certain awards subject to forfeiture in the event stockholder approval was not obtained for an increase in shares available for issuance under our 2019 EIP. This approval was obtained in June 2021. Accordingly, these awards have a grant date of June 2021, with an exercise price as of the date the Board of Director's approved the awards in December 2020.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2021, there was $32.0 million of unrecognized share-based compensation expense related to these stock options and stock options granted under a subsidiary plan which, if all milestones are achieved, will be recognized over a weighted average period of 2.5 years.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Certain employees and consultants have been granted non-vested stock. The fair value of non-vested </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">market-based</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> awards is calculated based on a Monte Carlo simulation as of the date of issuance. The fair value of other non-vested stock is calculated based on the closing sale price of our common stock on the date of issuance.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A summary of non-vested stock activity for 2021 is presented below:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:70%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.98%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Nonvested</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Shares</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Average</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Grant Date</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Fair Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">886,816</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2.14</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Granted</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,025,701</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.28</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Vested</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,826,132</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.17</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.98%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Forfeited</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(68,334</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:12.88%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.79</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.98%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2021</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,018,051</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:12.88%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2.39</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2021, there was $2.8 million of unrecognized share-based compensation expense related to these non-vested shares and non-vested shares granted under a subsidiary plan which, if all milestones are achieved, will be recognized over a weighted average period of 1.8 years. The total intrinsic value of shares vested during the years ended December 31, 2021, 2020, and 2019, was $5.8 million, $621,000, and $357,000, respectively.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash received from option exercises and purchases under our 2009 and 2019 ESPP for the years ended December 31, 2021, 2020, and 2019, was $9.1 million, $4.5 million, and $1.6 million, respectively. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We issue new shares upon option exercises, purchases under our 2009 and 2019 ESPP, vesting of non-vested stock and under the Directors’ Deferred Compensation Plan. During the years ended December 31, 2021, 2020, and 2019, 2,502,716 shares, 1,161,757 shares, and 466,940 shares, respectively, were issued as a result of stock option exercises. During the years ended December 31, 2021, 2020, and 2019, 241,507 shares, 236,855 shares, and 84,703 shares, were issued under 2009 ESPP and 2019 ESPP, respectively. During the years ended December 31, 2021, 2020, and 2019, 246,481 shares, 165,632 shares, and 129,675 shares, respectively, were issued as a result of the vesting of non-vested stock. Additionally, during the year ended December 31, 2021, 1,579,651 shares were issued as payment for certain employee bonuses, with 550,087 of those shares being withheld to cover taxes, resulting in a net share issuance of 1,029,564.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The impact on our results of operations from share-based compensation for the years ended December 31, 2021, 2020, and 2019, was as follows (in thousands).</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.1%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,528</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,758</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,873</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">General and administrative</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,606</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,363</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total share-based compensation expense</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19,134</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,121</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,892</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:8pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> 29200000 0 55200000 166666 0.85 3333 0.05 2019-06-10 1000000.0 575000 72081 538871 4.35 1500000 P10Y <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The fair value of each option granted during the periods was estimated on the date of grant using the following weighted average assumptions:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.36%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.06%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.5%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.74%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.14%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.74%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.36%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expected volatility</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.06%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">49</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.5%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">66</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.14%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">64</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.36%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expected term in years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.06%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000889">4</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.5%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000890">6</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.14%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000891">5</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.36%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Risk-free interest rate</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.06%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0.8</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.5%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0.8</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.14%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1.8</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.36%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Dividend yield</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.06%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.5%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.14%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.74%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> 0.49 0.66 0.64 0.008 0.008 0.018 0 0 0 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A summary of option activity for 2021 is presented below:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:90%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Options</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Average</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Exercise</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Price</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Average</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Remaining</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Contractual</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Term</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(in years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Aggregate</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Intrinsic</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">28,966,901</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.70</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Granted</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,005,010</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.58</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Exercised</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,502,716</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.40</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Forfeited</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,837,019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.29</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(868,089</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5.17</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32,764,087</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.66</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000914">7.25</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,309,552</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Vested or expected to vest at December 31, 2021</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32,764,087</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.66</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000915">7.25</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,309,552</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Exercisable at December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,509,054</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.84</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000916">6.19</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,832,406</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> 28966901 3.70 9005010 3.58 2502716 3.40 1837019 3.29 868089 5.17 32764087 3.66 6309552 32764087 3.66 6309552 17509054 3.84 3832406 2.81 2.04 1.77 4200000 1200000 385000 32000000.0 P2Y6M <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A summary of non-vested stock activity for 2021 is presented below:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:70%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.98%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Nonvested</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Shares</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Average</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Grant Date</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Fair Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">886,816</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2.14</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Granted</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,025,701</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.28</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Vested</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,826,132</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.17</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.98%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Forfeited</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(68,334</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:12.88%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3.79</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.98%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2021</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,018,051</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:12.88%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2.39</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 886816 2.14 2025701 3.28 1826132 3.17 68334 3.79 1018051 2.39 2800000 P1Y9M18D 5800000 621000 357000 9100000 4500000 1600000 2502716 1161757 466940 241507 236855 84703 246481 165632 129675 1579651 550087 1029564 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The impact on our results of operations from share-based compensation for the years ended December 31, 2021, 2020, and 2019, was as follows (in thousands).</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.1%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,528</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,758</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,873</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">General and administrative</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,606</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,363</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total share-based compensation expense</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19,134</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,121</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,892</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 4528000 3758000 3873000 14606000 6363000 6019000 19134000 10121000 9892000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(14) License, Research, and Other Agreements</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On December 5, 2014, Agenus Switzerland, entered into a license agreement with the Ludwig Institute for Cancer Research Ltd., or Ludwig, which replaced and superseded a prior agreement entered into between the parties in May 2011. Pursuant to the terms of the license agreement, Ludwig granted Agenus Switzerland an exclusive, worldwide license under certain intellectual property rights of Ludwig and Memorial Sloan Kettering Cancer Center arising from the prior agreement to further develop and commercialize GITR, OX40 and TIM-3 antibodies. On January 25, 2016, we and Agenus Switzerland entered into a second license agreement with Ludwig, on substantially similar terms, to develop CTLA-4 and PD-1 antibodies. Pursuant to the December 2014 license agreement, Agenus Switzerland made an upfront payment of $1.0 million to Ludwig. The December 2014 license agreement also obligates Agenus Switzerland to make potential milestone payments of up to $20.0 million for events prior to regulatory approval of licensed GITR, OX40 and TIM-3 products, and potential milestone payments in excess of $80.0 million if such licensed products are approved in multiple jurisdictions, in more than one indication, and certain sales milestones are achieved. Under the January 2016 license agreement, we are obligated to make potential milestone payments of up to $12.0 million for events prior to regulatory approval of CTLA-4 and PD-1 licensed products, and potential milestone payments of up to $32.0 million if certain sales milestones are achieved. Under each of these license agreements, we and/or Agenus Switzerland will also be obligated to pay low to mid-single digit royalties on all net sales of licensed products during the royalty period, and to pay Ludwig a percentage of any sublicensing income, ranging from a low to mid-double digit percentage depending on various factors. The license agreements may each be terminated as follows: </p> <p style="margin-top:12pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(i) by either party if the other party commits a material, uncured breach; (ii) by either party if the other party initiates bankruptcy, liquidation or similar proceedings; or (iii) by Agenus Switzerland or us (as applicable) for convenience upon 90 days’ prior written notice. The license agreements also contain customary representations and warranties, mutual indemnification, confidentiality and arbitration provisions.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We have entered into various agreements with contract manufacturers, institutions, and clinical research organizations (collectively "third party providers") to perform pre-clinical activities and to conduct and monitor our clinical studies. Under these agreements, subject to the enrollment of patients and performance by the applicable third-party provider, we have estimated our total payments to be $486.8 million over the term of the studies. For the years ended December 31, 2021, 2020, and 2019, $72.8 million, $64.7 million, and $87.7 million, respectively, have been expensed in the accompanying consolidated statements of operations related to these third-party providers. Through December 31, 2021, we have expensed $391.5 million as research and development expenses and $372.5 million of this amount has been paid. The timing of expense recognition and future payments related to these agreements is subject to the enrollment of patients and performance by the applicable third-party provider. </p> 1000000.0 20000000.0 80000000.0 12000000.0 32000000.0 486800000 72800000 64700000 87700000 391500000 372500000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(15) Revenue from Contracts with Customers</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Bristol Myers Squibb Company License Agreement </p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On May 17, 2021, we entered into a License, Development and Commercialization Agreement (“BMS License Agreement”) with Bristol Myers Squibb Company (“BMS”) to collaborate on the development and commercialization of our proprietary anti-TIGIT bispecific antibody program AGEN1777. Pursuant to the BMS License Agreement, we received a non-refundable upfront cash payment of $200.0 million and are eligible to receive up to $1.36 billion in aggregate development, regulatory and commercial milestone payments plus the tiered royalties described below. In July 2021, the BMS License Agreement closed, and we received the $200.0 million upfront payment.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In October 2021, we announced that the first patient was dosed in the AGEN1777 Phase 1 clinical trial, triggering the achievement of a $20.0 million milestone. We received this milestone in December 2021 and as of December 31, 2021, remain eligible to receive up to an additional $1.34 billion in aggregate development, regulatory and commercial milestone payments.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Under the BMS License Agreement, we granted BMS an exclusive worldwide license under certain of our intellectual property rights to develop, manufacture and commercialize AGEN1777 and its derivatives in all fields; provided, we retained an option to access the licensed antibodies for use in clinical studies in combination with certain of our other pipeline assets subject to certain restrictions. In exchange, BMS is responsible for all of the development, regulatory approval, manufacturing and commercialization costs with respect to products containing AGEN1777. In addition to the upfront and potential milestone payments described above, we will receive tiered double-digit royalties on worldwide net sales of products containing AGEN1777 ranging from the low double-digit to mid-teens percent. Additionally, we have the option, but not the obligation, to co-fund a minority of the global development costs of products containing AGEN1777 or its derivatives, in exchange for increased tiered royalties on U.S. net sales of co-funded products ranging from the mid-teens to low twenties percent and ex-U.S. net sales of co-funded products ranging from the low double digits to mid-teens percent. All royalties are subject to certain reductions under certain circumstances as described in the BMS License Agreement. Finally, we also have the option to co-promote AGEN1777 in the U.S.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The royalty term shall terminate on a product-by-product and country-by-country basis on the latest of (i) 10 year anniversary of the first commercial sale of such product in such country, (ii) the expiration of any regulatory exclusivity period that covers such product in such country, and (iii) the expiration of the last-to-expire licensed patent that covers such product in such country.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The BMS License Agreement includes customary representations and warranties, covenants, indemnification obligations for a transaction of this nature. Under the terms of the BMS License Agreement, we and BMS each have the right to terminate the agreement for material breach by, or insolvency of, the other party following notice, and if applicable, a cure period. BMS may also terminate the BMS License Agreement in its entirety, or on a product-by-product or country-by-country basis, for convenience upon 180 days’ notice.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.86%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">License Revenue</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We identified a single performance obligation under the BMS License Agreement, the license of AGEN1777 (“AGEN1777 License”). All other promised goods/services were deemed immaterial in the context of the contract. We determined that the AGEN1777 License was both capable of being distinct and distinct within the context of the contract as the AGEN1777 License has significant stand-alone functionality as of contract inception and BMS can begin deriving benefit from the AGEN1777 License without consideration of the immaterial services.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We determined that there were no significant financing components, noncash consideration, or amounts that may be refunded to the customer, and as such the total upfront fixed consideration of the AGEN1777 License totaling $200.0 million would be included in the total transaction price. We concluded that the standalone selling price of the AGEN1777 License approximated the $200.0 </p> <p style="margin-bottom:12pt;margin-top:12pt;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">million upfront fee and as such the full amount would be recognized at a point-in-time, upon delivery of the AGEN1777 License to BMS at contract inception.</span></p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the year ended December 31, 2021, under the BMS License Agreement, we recognized $200.0 million in research and development revenue related to the transfer of the AGEN1777 License and $20.0 million in research and development revenue related to the achievement of a milestone.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Betta License Agreement</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In June 2020, we entered into a license and collaboration agreement (the “Betta License Agreement”) with Betta Pharmaceuticals Co., Ltd. (“Betta”), pursuant to which we granted Betta an exclusive license to develop, manufacture and commercialize balstilimab and zalifrelimab in Greater China. Under the terms of the Betta License Agreement, we received $15.0 million upfront in July 2020 and are eligible to receive up to $100.0 million in milestone payments plus royalties on any future sales in Greater China. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We also entered into a stock purchase agreement with Betta and a wholly-owned subsidiary of Betta (“Betta HK”). Refer to Note 10 – Equity for additional detail.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We identified the following performance obligations under the Betta License Agreement: (1) the license of balstilimab and zalifrelimab and (2) <span style="color:#000000;">our obligation to complete manufacturing technology transfer activities to Betta (the “Technology Transfer”) for </span>balistilimab and zalifrelimab. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We determined that the license of balstilimab and zalifrelimab was both capable of being distinct and distinct within the context of the contract as the license has significant stand-alone functionality as of contract inception based on the advanced development stage of balstilimab and zalifrelimab. <span style="color:#000000;">Betta can begin deriving benefit from the license prior to the Technology Transfer being completed. The Technology Transfer is completed over time and is separate from the transfer of the </span>balstilimab and zalifrelimab<span style="color:#000000;"> license, which occurred at contract inception. As a result, we concluded that the </span>balstilimab and zalifrelimab<span style="color:#000000;"> license and Technology Transfer are separate performance obligations.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We determined that there were no significant financing components, noncash consideration, or amounts that may be refunded to the customer, and as such the total upfront fixed consideration of $15.0 million would be included in the total transaction price and be allocated to the identified performance obligations using the relative standalone selling price method.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We determined the estimated standalone selling price of the <span style="color:#000000;">balstilimab and zalifrelimab</span> license by applying a risk adjusted, net present value, estimate of future cash flow approach. We determined the estimated standalone selling price of the Technology Transfer by using the estimated costs of satisfying the performance obligation, plus an appropriate margin for such services.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Revenue attributable to the balstilimab and zalifrelimab license was recognized at a point-in-time, upon delivery of the license to Betta at contract inception. The Technology Transfer is satisfied over time and revenue attributable to this performance obligation will be recognized as the related services are being performed using the input of costs incurred over total costs expected to be incurred. We believe this is the best measure of progress because other measures do not reflect how we transfer the performance obligation to Betta.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the years ended December 31, 2021 and 2020, we recognized $0.6 million and $13.9 million, respectively, of research and development revenue related to the Betta License Agreement.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">UroGen License Agreement</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In November 2019, we entered into a License Agreement with UroGen Pharma Ltd. (the “UroGen License Agreement”) in which we granted a license of AGEN1884 for use with UroGen's sustained release technology for intravesical delivery in patients with urinary tract cancers. Pursuant to the terms of the UroGen License Agreement, we received an upfront cash payment from UroGen of $10.0 million. We are eligible to receive up to $200.0 million in potential development, regulatory and commercial milestones, as well as 14-20% royalties on net sales of the products containing AGEN1884.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We identified the following performance obligations under the UroGen License Agreement: (1) the license of AGEN1884 that we granted UroGen, and (2) the clinical supply of AGEN1884 that we agreed to supply to UroGen. We determined that the license of AGEN1884 <span style="Background-color:#FFFFFF;color:#000000;">was both capable of being distinct and distinct within the context of the contract as the license has significant stand-alone functionality as of contract inception based on the advanced development stage of AGEN1884. We also determined that the clinical supply of AGEN1884 was both capable of being distinct and distinct within the context of the contract as it was considered a readily available resource in the market.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We determined that there were no significant financing components, noncash consideration, or amounts that may be refunded to the customer, and as such the total upfront fixed consideration of the license totaling $10.0 million would be included in the total </p> <p style="margin-top:12pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">transaction price. We concluded that the combined standalone selling price of the license approximated the $</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10.0</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million upfront fee and as such the full amount will be recognized at a point-in-time, upon delivery of the license to UroGen at contract inception. We will not estimate the transaction price in order to recognize the revenue related to the AGEN1884 supply due to the “as invoiced” practical expedient.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the years ended December 31, 2021 and 2020, we recognized approximately $0.3 million and $63,000, respectively, of research and development revenue related to the UroGen License Agreement. For the year ended December 31, 2019, we recognized $10.0 million of research and development revenue related to the UroGen License Agreement.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Gilead Collaboration Agreement</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On December 20, 2018, we entered into a series of agreements with Gilead focused on the development and commercialization of up to five novel immuno-oncology therapies. Pursuant to the terms of the license agreement, the option and license agreements and the stock purchase agreement we entered into with Gilead (collectively, the “Gilead Collaboration Agreements”), at the closing of the transaction on January 23, 2019 (the “Effective Date”), we received an upfront cash payment from Gilead of $120.0 million and Gilead made a $30.0 million equity investment in Agenus.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.86%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">License Agreement</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Pursuant to the terms of <span style="-sec-ix-hidden:F_001004_2">a</span> license agreement between the parties (the “License Agreement”), we granted Gilead an exclusive, worldwide license under certain of our intellectual property rights to develop, manufacture and commercialize our preclinical bispecific antibody, AGEN1423, in all fields of use. We filed an investigational new drug (“IND”) application for AGEN1423 in February 2019, and the IND was accepted by the FDA in March 2019. <span style="color:#000000;">On November 6, 2020, we received notice from Gilead that it would return AGEN1423 back to us and voluntarily terminate the License Agreement, effective as of February 4, 2021.</span></p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.86%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">Option and License Agreements</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Pursuant to the terms of two separate option and license agreements between the parties (each, an “Option and License Agreement” and together, the “Option and License Agreements”), we granted Gilead exclusive options to license exclusively (“License Option”) our bispecific antibody, AGEN1223, and our monospecific antibody, AGEN2373 (together, the “Option Programs”), during the respective Option Periods (defined below). Pursuant to the terms of the Option and License Agreements, we agreed to grant Gilead an exclusive, worldwide license under our intellectual property rights to develop, manufacture and commercialize AGEN1223 or AGEN2373, as applicable, in all fields of use upon Gilead’s exercise of the applicable License Option. Gilead is entitled to exercise its License Option for either or both Option Programs at any time up until ninety (90) days following Gilead’s receipt of a data package with respect to the first complete Phase 1b clinical trial for each Option Program (the “Option Period”). During the Option Period, we are responsible for the costs and expenses related to the development of the Option Programs. After Gilead’s exercise of a License Option, if at all, Gilead would be responsible for all development, manufacturing and commercialization activities relating to the relevant Option Program at Gilead’s cost and expense. In the third quarter of 2021 we ceased development of AGEN1223 and in October 2021 the AGEN1223 option and license agreement was formally terminated. The AGEN2373 Option and License Agreement and the Stock Purchase Agreement remain in full force and effect.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the Option Period, we are eligible to receive milestones of up to $10.0 million in the aggregate. If Gilead exercises the AGEN2373 License Option, it would be required to pay an upfront license exercise fee of $50.0 million. Following the exercise of the AGEN2373 License Option, we would be eligible to receive additional development and commercial milestones of up to $520.0 million in the aggregate, as well as tiered royalty payments on aggregate net sales. We will have the right to opt-in to share Gilead’s development and commercialization costs in the United States for the AGEN2373 Option Program in exchange for a profit (loss) share on a 50:50 basis and revised milestone payments. We filed an IND AGEN2373 in 2019, and it is now in clinical development.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Unless earlier terminated, the AGEN2373 Option and License Agreement will continue until the earlier of (i) the expiration of the Option Period, without Gilead’s exercise of the License Option; and (ii) the date all of Gilead’s applicable payment obligations under the Option and License Agreement have been performed or have expired. Under the terms of the AGEN2373 Option and License Agreement, we and Gilead each have the right to terminate the agreement for material breach by, or insolvency of, the other party. Gilead may also terminate the AGEN2373 Option License Agreement in its entirety, or on a product-by-product or country-by-country basis for convenience upon ninety (90) days’ notice.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">Collaboration Revenue</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.86%;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the years ended December 31, 2021 and 2020, we recognized $22.4 million and $12.3 million, respectively, of <span style="Background-color:#FFFFFF;color:#000000;">research and development revenue related to the Gilead Collaboration Agreements based on the partial satisfaction of the over time performance obligations as of period end. For the year ended December 31, 2021, the amount also includes deferred revenue recognized in connection with the termination of AGEN1223 development. </span><span style="color:#000000;">For the year ended December 31, 2019, we recognized $86.1 million of research and development revenue related to the Gilead Collaboration Agreements. This amount included $20.6 million of the transaction price recognized based on the partial satisfaction of the over time performance obligations as of period end.</span></p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We expect to recognize deferred research and development revenue of $<span style="color:#000000;">11.7</span> million and $<span style="color:#000000;">10.1</span> million in 2022 and 2023, respectively, related to performance obligations that are unsatisfied or partially unsatisfied as of December 31, 2021.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Incyte Collaboration Agreement</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On January 9, 2015 and effective February 19, 2015, we entered into a global license, development and commercialization agreement (the “Collaboration Agreement”) with Incyte pursuant to which the parties plan to develop and commercialize novel immuno-therapeutics using our antibody discovery platforms. The Collaboration Agreement was initially focused on four checkpoint modulator programs directed at GITR, OX40, LAG-3 and TIM-3. In addition to the four identified antibody programs, the parties have an option to jointly nominate and pursue the development and commercialization of antibodies against additional targets during a <span style="-sec-ix-hidden:F_001019">five-year</span> discovery period which, upon mutual agreement of the parties for no additional consideration, can be extended for an additional three years. In November 2015, we and Incyte jointly nominated and agreed to pursue the development and commercialization of three additional CPM targets. In February 2017, we amended the Collaboration Agreement by entering into a First Amendment to License, Development and Commercialization Agreement (the “First Amendment”). In October 2019, we further amended the Collaboration Agreement by entering into a Second Amendment to License, Development and Commercialization Agreement (the “Second Amendment”). See “Amendments” section below.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Pursuant to the XOMA Royalty Purchase Agreement, we sold to XOMA 33% of the future royalties and 10% of the future milestones that we were entitled to receive from Incyte, excluding the $5.0 million milestone that we recognized in the three months ended September 30, 2018. As of December 31, 2021, we remain eligible to receive up to $450.0 million in future potential development, regulatory and commercial milestones across all programs in the collaboration, as well as 67% of all future royalties on worldwide product sales.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">Agreement Structure</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Under the terms of the Collaboration Agreement, we received non-creditable, nonrefundable upfront payments totaling $25.0 million. In addition, until the Amendment, the parties shared all costs and profits for the GITR, OX40 and two of the additional antibody programs on a 50:50 basis (profit-share products), and we were eligible to receive up to $20.0 million in future contingent development milestones under these programs. Incyte is obligated to reimburse us for all development costs that we incur in connection with the TIM-3, LAG-3 and one of the additional antibody programs (royalty-bearing products) and we are eligible to receive (i) up to $155.0 million in future contingent development, regulatory, and commercialization milestone payments and (ii) tiered royalties on global net sales at rates generally ranging from 6% to 12%. For each royalty-bearing product, we will also have the right to elect to co-fund 30% of development costs incurred following initiation of pivotal clinical trials in return for an increase in royalty rates. Additionally, we had the option to retain co-promotion participation rights in the United States on any profit-share product. Through the direction of a joint steering committee, until the Amendment, the parties anticipated that, for each program, we would serve as the lead for pre-clinical development activities through investigational new drug (“IND”) application filing, and Incyte would serve as the lead for clinical development activities. The parties initiated the first clinical trials of antibodies arising from these programs in 2016. For each additional program beyond GITR, OX40, TIM-3 and LAG-3 that the parties elect to bring into the collaboration, we will have the option to designate it as a profit-share product or a royalty-bearing product. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Collaboration Agreement will continue as long as (i) any product is being developed or commercialized or (ii) the discovery period remains in effect. Incyte may terminate the Collaboration Agreement or any individual program for convenience upon 12 months’ notice. The Collaboration Agreement may also be terminated by either party upon the occurrence of an uncured material breach of the other party or by us if Incyte challenges patent rights controlled by us. In addition, either party may terminate the Collaboration Agreement as to any program if the other party is acquired and the acquiring party controls a competing program.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">Amendments</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Pursuant to the terms of the First Amendment, the GITR and OX40 programs immediately converted from profit-share programs to royalty-bearing programs and we became eligible to receive a flat 15% royalty on global net sales should any candidates from either of these two programs be approved. Incyte is now responsible for global development and commercialization and all associated costs for these programs. In addition, the profit-share programs relating to TIGIT and one undisclosed target were removed from the collaboration, with the undisclosed target reverting to Incyte and TIGIT to Agenus. Should any of those programs be successfully developed by a party, the other party will be eligible to receive the same milestone payments as the royalty-bearing programs and royalties at a 15% rate on global net sales. The terms for the remaining three royalty-bearing programs targeting TIM-3, LAG-3 and one undisclosed target remain unchanged, with Incyte being responsible for global development and commercialization and all associated costs. The Amendment gives Incyte exclusive rights and all decision-making authority for manufacturing, development, and commercialization with respect to all royalty-bearing programs.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In connection with the First Amendment, Incyte paid us $20.0 million in accelerated milestones related to the clinical development of the antibody candidates targeting GITR and OX40. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Pursuant to the terms of the Second Amendment, we transitioned preclinical development and IND preparation of the undisclosed target to Incyte. </p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;"><span style="font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">Collaboration Revenue</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the years ended December 31, 2021 and 2020, we recognized approximately $1.2 million and $0.7 million, respectively, of research and development revenue for research and development services provided. <span style="color:#000000;">For the year ended December 31, 2019, we recognized approximately $3.7 million of research and development revenue. This amount included $2.0 million of the transaction price for the Incyte Collaboration Agreement recognized based on proportional performance and $1.7 million for research and development services.</span></p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Merck Collaboration and License Agreement</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the quarter ended June 30, 2014, we entered into a collaboration and license agreement with Merck to discover and optimize fully-human antibodies against two undisclosed cancer targets using the Retrocyte Display<sup style="font-size:85%;line-height:120%;vertical-align:top">®</sup>. Under this agreement, Merck is responsible for the clinical development and commercialization of antibodies generated under the collaboration. There are no unsatisfied performance obligations relating to this contract. Pursuant to the XOMA Royalty Purchase Agreement (see Note 19), we sold to XOMA 33% of the future royalties and 10% of the future milestones that we are entitled to receive from Merck, and we remain eligible to receive from Merck approximately $76.5 million in potential payments associated with the completion of certain clinical, regulatory and commercial milestones, as well as 67% of all future royalties on worldwide product sales. </p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the year ended December 31, 2021, no revenue was recognized. For the year ended December 31, 2020, we recognized $9.0 million in research and development revenue and $1.0 million in non-cash milestone revenue related to the achievement of a milestone. For the year ended December 31, 2019, no revenue was recognized.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">GSK License and Amended GSK Supply Agreements</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In July 2006, we entered into a license agreement and a supply agreement with GSK for the use of QS-21 Stimulon (the “GSK License Agreement” and the “GSK Supply Agreement”, respectively). In January 2009, we entered into an Amended and Restated Manufacturing Technology Transfer and Supply Agreement (the “Amended GSK Supply Agreement”) under which GSK has the right to manufacture all of its requirements of commercial grade QS-21 Stimulon. GSK is obligated to supply us (or our affiliates, licensees, or customers) certain quantities of commercial grade QS-21 Stimulon for a stated period of time. Under these agreements, GSK paid an upfront license fee of $3.0 million and agreed to pay aggregate milestones of $5.0 million. In July 2007, the Amended GSK Supply Agreement was further amended, and we were paid an additional fixed fee of $7.3 million. In March 2012 we entered into a First Right to Negotiate and Amendment Agreement amending the GSK License Agreement and the Amended GSK Supply Agreement to clarify and include additional rights for the use of our QS-21 Stimulon (the “GSK First Right to Negotiate Agreement”). In addition, we granted GSK the first right to negotiate for the purchase of the Company or certain of our assets, which such rights expired in March 2017. As consideration for entering into the GSK First Right to Negotiate Agreement, GSK paid us an upfront, non-refundable payment of $9.0 million, $2.5 million of which is creditable toward future royalty payments. As of December 31, 2017, we had received all of the potential $24.3 million in upfront and milestone payments related to the GSK Agreements. We were also generally entitled to receive 2% royalties on net sales of prophylactic vaccines for a period of 10 years after the first commercial sale of a resulting GSK product, but we sold these royalty rights to HCR in January 2018 pursuant to the HCR Royalty Purchase Agreement (See Note 19). The GSK License and Amended GSK Supply Agreements may be terminated by either party upon a material breach if the breach is not cured within the time specified in the respective agreement. The termination or expiration of the GSK License Agreement does not relieve either party from any obligation which accrued prior to the termination or expiration. Among other provisions, the license rights granted to GSK survive expiration of the GSK License Agreement. The license rights and payment obligations of GSK under the Amended GSK Supply Agreement survive termination or expiration, except that GSK's license rights and future royalty obligations do not survive if we terminate due to GSK's material breach unless we elect otherwise.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the years ended December 31, 2021 and 2020, we recognized $44.4 million and $46.5 million, respectively, in non-cash royalty revenue. For the year ended December 31, 2019, we recognized $15.1 million in royalty sales milestone revenue and $30.4 million in non-cash royalty revenue. </p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Disaggregation of Revenue</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table presents revenue (in thousands) for years ended December 31, 2021, 2020 and 2019, disaggregated by geographic region and revenue type. Revenue by geographic region is allocated based on the domicile of our respective business operations.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:47.28%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:8pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:49.9%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year ended December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:47.28%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:8pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">United States</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Rest of World</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Revenue Type</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">License fees and milestones</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">220,000</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">220,000</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Clinical product revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">587</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">587</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development services</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,476</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,476</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other services</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,704</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,704</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Recognition of deferred research and development revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,359</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,359</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Recognition of deferred grant revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">184</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">184</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:47.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Non-cash royalties</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">44,355</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">44,355</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">288,961</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,704</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">295,665</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:47.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:49.9%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year ended December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Revenue Type</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">License fees and milestones</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,857</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,857</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development services</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">754</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">754</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other services</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,619</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,619</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Recognition of deferred research and development revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,304</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,304</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Recognition of deferred grant revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">91</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">91</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:47.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Non-cash royalties and milestones</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">47,545</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">47,545</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">83,551</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,619</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">88,170</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:47.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:49.9%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year ended December 31, 2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Revenue Type</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">License fees and milestones</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">75,500</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">75,500</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development services</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,707</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,707</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Royalty sales milestone</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,100</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,100</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Manufacturing services</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,337</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,337</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Recognition of deferred research and development revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,638</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,638</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Recognition of deferred grant revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">652</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">690</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,342</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:47.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Non-cash royalties</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">30,424</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">30,424</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">149,358</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">690</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">150,048</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Contract Balances</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contract assets primarily relate to our rights to consideration for work completed in relation to our research and development services performed but not billed at the reporting date. Contract assets are transferred to receivables when the rights become unconditional. Currently, we do not have any contract assets which have not transferred to a receivable. We had no asset impairment charges related to contract assets in the period. Contract liabilities primarily relate to contracts where we received payments but have not yet satisfied the related performance obligations. The advance consideration received from customers for research and development services or licenses bundled with other promises is a contract liability until the underlying performance obligations are transferred to the customer.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table provides information about contract liabilities from contracts with customers (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:39.56%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year ended December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.26%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Balance at beginning of period</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.26%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Additions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.26%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Deductions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.26%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Balance at end of period</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:39.56%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contract liabilities:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:39.56%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">45,284</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">761</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(22,420</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">23,625</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The change in contract liabilities is primarily related to the recognition of $22.4 million of revenue related to the Gilead Collaboration Agreements during the year ended December 31, 2021. Deferred revenue related to the Gilead Collaboration Agreements of $21.8 million as of December 31, 2021, which was comprised of the $142.5 million initial transaction price, less $120.7 million of research and development revenue recognized from the effective date of the contract, will be recognized as the combined performance obligation is satisfied. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We also recorded a $1.5 million receivable as of December 31, 2021 <span style="color:#000000;">for research and development and other services provided</span>.</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In the year ended December 31, 2021, we did not recognize any revenue from amounts included in the contract asset or the contract liability balances from performance obligations satisfied in previous periods. None of the costs to obtain or fulfill a contract were capitalized.</p> 200000000.0 1360000000 200000000.0 20000000.0 1340000000 200000000.0 200000000.0 200000000.0 20000000.0 15000000.0 100000000.0 15000000.0 600000 13900000 10000000.0 200000000.0 0.14 0.20 10000000.0 10000000.0 300000 63000 10000000.0 120000000.0 30000000.0 2 10000000.0 50000000.0 520000000.0 22400000 12300000 86100000 20600000 11700000 10100000 4 P3Y 3 0.33 0.10 5000000.0 450000000.0 0.67 25000000.0 2 0.50 20000000.0 1 155000000.0 0.06 0.12 0.30 P12M 0.15 20000000.0 1200000 700000 3700000 2000000.0 1700000 0.33 0.10 76500000 0.67 0 9000000.0 1000000.0 0 3000000.0 5000000.0 7300000 2017-03 9000000.0 2500000 24300000 0.02 P10Y 44400000 46500000 15100000 30400000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table presents revenue (in thousands) for years ended December 31, 2021, 2020 and 2019, disaggregated by geographic region and revenue type. Revenue by geographic region is allocated based on the domicile of our respective business operations.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:47.28%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:8pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:49.9%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year ended December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:47.28%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:8pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">United States</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Rest of World</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Revenue Type</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">License fees and milestones</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">220,000</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">220,000</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Clinical product revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">587</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">587</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development services</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,476</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,476</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other services</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,704</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,704</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Recognition of deferred research and development revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,359</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,359</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Recognition of deferred grant revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">184</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">184</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:47.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Non-cash royalties</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">44,355</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">44,355</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">288,961</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,704</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">295,665</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:47.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:49.9%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year ended December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Revenue Type</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">License fees and milestones</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,857</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,857</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development services</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">754</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">754</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other services</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,619</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,619</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Recognition of deferred research and development revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,304</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,304</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Recognition of deferred grant revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">91</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">91</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:47.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Non-cash royalties and milestones</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">47,545</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">47,545</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">83,551</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,619</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">88,170</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:47.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:49.9%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year ended December 31, 2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Revenue Type</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">License fees and milestones</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">75,500</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">75,500</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development services</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,707</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,707</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Royalty sales milestone</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,100</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,100</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Manufacturing services</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,337</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,337</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Recognition of deferred research and development revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,638</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,638</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Recognition of deferred grant revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">652</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">690</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,342</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:47.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Non-cash royalties</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">30,424</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">30,424</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">149,358</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">690</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">150,048</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 220000000 220000000 587000 587000 1476000 1476000 6704000 6704000 22359000 22359000 184000 184000 44355000 44355000 288961000 6704000 295665000 22857000 22857000 754000 754000 4619000 4619000 12304000 12304000 91000 91000 47545000 47545000 83551000 4619000 88170000 75500000 75500000 1707000 1707000 15100000 15100000 3337000 3337000 22638000 22638000 652000 690000 1342000 30424000 30424000 149358000 690000 150048000 0 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table provides information about contract liabilities from contracts with customers (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:39.56%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year ended December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.26%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Balance at beginning of period</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.26%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Additions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.26%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Deductions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.26%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Balance at end of period</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:39.56%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contract liabilities:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:39.56%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">45,284</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">761</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(22,420</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.26%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">23,625</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 45284000 761000 22420000 23625000 22400000 21800000 142500000 120700000 1500000 0 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(16) Related Party Transactions</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Our Audit and Finance Committee approved a charitable contribution to the Children of Armenia Fund (“COAF”) of up to $125,000 for 2021. Dr. Garo H. Armen, our CEO, is the founder and chairman of COAF. The 2021 charitable contribution was comprised of a cash component and a non-cash component. The cash component was $68,000, which we paid in quarterly installments. The non-cash component was $50,000, which was the estimated value of a portion of office space made available to COAF employees.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.4%;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the year ended December 31, 2021, our Audit and Finance Committee approved the performance of research and development manufacturing services totaling $291,000 for Protagenic Therapeutics, Inc. We will be reimbursed for these services on an actual time and materials basis. Dr. Garo H. Armen, our CEO, is Executive Chairman of and has a greater than 10% equity interest in Protagenic Therapeutics, Inc.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.4%;font-size:8pt;"> </p> 125000 68000 50000 291000 0.10 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(17) Leases</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The majority of our operating lease agreements are for the office, research and development and manufacturing space we use to conduct our operations.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We lease space in Lexington, Massachusetts for our manufacturing, research and development, and corporate offices, office space in New York, New York for use as corporate offices, facilities in Berkeley, California, for manufacturing and corporate offices, a facility in Emeryville, California for the development of a <span style="Background-color:#FFFFFF;">cGMP manufacturing facility</span> and a facility in Cambridge, United Kingdom for research and development and corporate offices. We have subleased a small portion of the space in our main Lexington facility for part of the associated head lease. These agreements expire at various times between 2023 and 2036, with options to extend certain of the leases.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We also have finance lease agreements for equipment that expire at various times between 2022 and 2024.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The components of lease cost recorded in our consolidated statement of operations were as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.86%;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:50%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:30.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:65.54%; border-bottom:solid 0.75pt #000000;" valign="middle"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:30.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:19.42%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="middle"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:19.42%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="middle"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.62%; border-top:solid 0.75pt #000000;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:19.42%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="middle"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Operating lease cost</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,878</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,698</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,551</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Finance lease cost</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">407</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">375</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">221</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Variable lease cost</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,826</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,887</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,414</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:30.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Sublease income</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(595</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(578</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(561</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">      Net lease cost</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,516</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,382</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,625</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Variable lease cost for the years ended December 31, 2021, 2020 and 2019, primarily related to common area maintenance, taxes, utilities and insurance associated with our operating leases. Short-term lease cost for the years ended December 31, 2021, 2020 and 2019 was immaterial.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash paid for amounts included in the measurement of operating lease liabilities for the years ended December 31, 2021, 2020 and 2019 was approximately $2.1 million, $1.6 million and $1.4 million, respectively. Cash paid for amounts included in the measurement of finance lease liabilities for the years ended December 31, 2021 and 2020 was approximately $0.9 million and $1.8 million, respectively.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table presents supplemental balance sheet information related to our leases as of December 31, 2021 and 2020 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.86%;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:50%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:55.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.7%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.7%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Operating Leases</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:55.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Operating lease right-of-use assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">31,054</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">33,480</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">      Total operating lease right-of-use assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">31,054</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">33,480</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Current portion, operating lease liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,627</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,950</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:55.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Operating lease liabilities, net of current portion</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">42,109</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">34,065</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">      Total operating lease liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">44,736</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">36,015</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Finance Leases</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:55.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property, plant and equipment, net</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,663</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,231</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">      Total finance lease right-of-use assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,663</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,231</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">335</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">746</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:55.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other long-term liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">318</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">66</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">      Total finance lease liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">653</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">812</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Maturities of our operating lease liabilities as of December 31, 2021 were as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.86%;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:70%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.62%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Operating Leases</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.62%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Finance leases</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.62%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Expected sublease receipts</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.62%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Net future lease commitments</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2022</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,209</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">373</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(613</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,449</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2023</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,568</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">248</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,816</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2024</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,357</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">88</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,445</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2025</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,544</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,544</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2026</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,219</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,219</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:29.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Thereafter</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">77,418</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">77,418</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">104,897</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">709</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(613</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">104,993</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:29.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">      Less imputed interest</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(60,161</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(56</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:13.62%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:13.62%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Present value of lease liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">44,736</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">653</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In the above table, expected operating lease payments for the year ending December 31, 2022 include $14.5 million in lease incentives expected to be received from the lessor of our Emeryville, CA facility related to the construction of tenant improvements. </p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total future lease payments of approximately $22.4 million for a finance lease that had not yet commenced as of December 31, 2021, as we did not control the underlying assets, are not included in these consolidated financial statements. We expect this lease to commence in 2022 with a term of 3 years.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The weighted-average remaining lease terms and discount rates related to our leases were as follows:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.86%;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:50%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:60.68%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.78%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:35.52%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:60.68%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.78%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.86%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Operating</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.78%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.86%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Finance</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:60.68%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Weighted average remaining lease term (in years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.78%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001210">12.0</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.78%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001212">2.0</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:60.68%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Weighted average discount rate</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.78%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">11.6</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.78%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8.4</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:9pt;"> </p> 2023 2036 2022 2024 <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The components of lease cost recorded in our consolidated statement of operations were as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.86%;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:50%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:30.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:65.54%; border-bottom:solid 0.75pt #000000;" valign="middle"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:30.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:19.42%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="middle"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:19.42%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="middle"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.62%; border-top:solid 0.75pt #000000;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:19.42%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="middle"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Operating lease cost</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,878</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,698</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,551</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Finance lease cost</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">407</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">375</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">221</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Variable lease cost</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,826</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,887</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,414</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:30.8%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Sublease income</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(595</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(578</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(561</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.8%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">      Net lease cost</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,516</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,382</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,625</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 8878000 4698000 2551000 407000 375000 221000 1826000 1887000 1414000 595000 578000 561000 10516000 6382000 3625000 2100000 1600000 1400000 900000 1800000 <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table presents supplemental balance sheet information related to our leases as of December 31, 2021 and 2020 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.86%;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:50%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:55.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.7%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:18.7%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Operating Leases</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:55.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Operating lease right-of-use assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">31,054</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">33,480</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">      Total operating lease right-of-use assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">31,054</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">33,480</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Current portion, operating lease liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,627</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,950</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:55.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Operating lease liabilities, net of current portion</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">42,109</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">34,065</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">      Total operating lease liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">44,736</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">36,015</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Finance Leases</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:55.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property, plant and equipment, net</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,663</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,231</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">      Total finance lease right-of-use assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,663</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,231</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">335</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">746</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:55.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other long-term liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">318</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.54%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">66</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">      Total finance lease liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">653</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.54%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.7%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">812</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 31054000 33480000 31054000 33480000 2627000 1950000 42109000 34065000 44736000 36015000 2663000 2231000 2663000 2231000 335000 746000 318000 66000 653000 812000 <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Maturities of our operating lease liabilities as of December 31, 2021 were as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.86%;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:70%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.62%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Operating Leases</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.62%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Finance leases</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.62%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Expected sublease receipts</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.62%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Net future lease commitments</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2022</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,209</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">373</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(613</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,449</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2023</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,568</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">248</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,816</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2024</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,357</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">88</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,445</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2025</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,544</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,544</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2026</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,219</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,219</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:29.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Thereafter</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">77,418</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">77,418</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">104,897</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">709</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(613</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">104,993</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:29.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">      Less imputed interest</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(60,161</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(56</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:13.62%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:13.62%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:29.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Present value of lease liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">44,736</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">653</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.62%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 7209000 373000 613000 7449000 9568000 248000 9816000 8357000 88000 8445000 8544000 8544000 8219000 8219000 77418000 77418000 104897000 709000 613000 104993000 60161000 56000 44736000 653000 14500000 22400000 2022 P3Y <p style="margin-bottom:0pt;margin-top:12pt;text-indent:3.86%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The weighted-average remaining lease terms and discount rates related to our leases were as follows:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.86%;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:50%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:60.68%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.78%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:35.52%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:60.68%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.78%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.86%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Operating</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.78%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.86%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Finance</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:60.68%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Weighted average remaining lease term (in years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.78%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001210">12.0</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.78%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001212">2.0</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:60.68%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Weighted average discount rate</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.78%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">11.6</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.78%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8.4</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> </table></div> 0.116 0.084 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(18) Debt</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Debt obligations consisted of the following as of December 31, 2021 and 2020 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"><span style="text-decoration:underline;">Debt instrument</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.8%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Balance at</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31,</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Current Portion:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Debentures</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">146</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">582</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Long-term Portion:</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2015 Subordinated Notes</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,823</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">13,551</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"><span style="text-decoration:underline;">Debt instrument</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.8%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Balance at</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31,</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Current Portion:</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Debentures</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">146</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">687</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Long-term Portion:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2015 Subordinated Notes</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,682</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,197</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:20.5pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19,712</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-top:8pt;margin-bottom:0pt;text-indent:1.7%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2021, and 2020, the principal amount of our outstanding debt balance was $13.8 million and $20.0 million, respectively.</p> <p style="margin-top:8pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Subordinated Notes</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On February 20, 2015, we, certain existing investors and certain additional investors entered into an Amended and Restated Note Purchase Agreement, pursuant to which we (i) canceled our senior subordinated promissory notes issued in April 2013 (the “2013 Notes”) in exchange for new senior subordinated promissory notes (the “2015 Subordinated Notes”) in the aggregate principal amount of $5.0 million, (ii) issued additional 2015 Subordinated Notes in the aggregate principal amount of $9.0 million and (iii) issued five year warrants (the “2015 Warrants”) to purchase 1,400,000 shares of our common stock at an exercise price of $5.10 per share. Warrants to purchase 500,000 shares of the Company’s common stock issued in connection with the 2013 Notes (the “2013 Warrants”) had an exercise price of $4.41 per share; and expired on April 15, 2019.</p> <p style="margin-bottom:12pt;margin-top:12pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The 2015 Subordinated Notes bear interest at a rate of 8% per annum, payable in cash on the first day of each month in arrears. Among other default and acceleration terms customary for indebtedness of this type, the 2015 Subordinated Notes include default provisions which allow for the noteholders to accelerate the principal payment of the 2015 Subordinated Notes in the event we become involved in certain bankruptcy proceedings, become insolvent, fail to make a payment of principal or (after a grace period) interest on the 2015 Subordinated Notes, default on other indebtedness with an aggregate principal balance of $13.5 million or more if such default has the effect of accelerating the maturity of such indebtedness, or become subject to a legal judgment or similar order for the payment of money in an amount greater than $13.5 million if such amount will not be covered by third-party insurance. </p> <p style="margin-bottom:12pt;margin-top:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> On February 18, 2020, we entered into an amendment to the 2015 Subordinated Notes (the “Amendment”) pursuant to which we:</p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">extended the maturity date of $13.5 million of the 2015 Subordinated Notes by three years from February 20, 2020 to February 20, 2023;</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">repaid $0.5 million of the 2015 Subordinated Notes;</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;color:#000000;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;color:#000000;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#000000;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;color:#000000;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;"/><span style="Background-color:#FFFFFF;">extended the exercise period of the warrants to purchase 1,350,000 shares of the Company’s common stock previously issued in 2015 by three years from February 20, 2020 to February 20, 2023; and</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-top:0pt;margin-bottom:12pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:2.5%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-top:0pt;margin-bottom:12pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-top:0pt;margin-bottom:12pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">issued new warrants to purchase 675,000 shares of the Company’s common stock with a term of five years and an exercise price of $4.48 per share, which represented a 20% premium over the 30-day average trailing closing price of the Company’s common stock as of the date of the Amendment.</span></p></td></tr></table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The amended 2015 Subordinated Notes are not convertible into shares of our common stock and are set to mature on February 23, 2023, at which point we would be required to repay the full outstanding balance in cash. We may prepay the amended 2015 Subordinated Notes at any time, in part or in full, without premium or penalty.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Amendment was accounted for as a debt extinguishment under the guidance of <span style="font-style:italic;">ASU 470: Debt</span>. For the year ended December 31, 2020, we recorded a loss of approximately $2.7 million in other expense in our consolidated statements of operations and comprehensive loss, <span style="color:#000000;">which primarily represents the fair value of the new and extended warrants</span>. The amended 2015 Subordinated Notes were recorded at fair value. In April 2020, we repaid $0.5 million of the outstanding amended 2015 Subordinated Notes and cancelled the related warrants.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:1.7%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Payroll Protection Program</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In May 2020, we entered into promissory notes with Bank of America, NA for aggregate loan proceeds of approximately $6.2 million (collectively, the “Loan”) under the Small Business Administration Paycheck Protection Program of the Coronavirus Aid, Relief and Economic Security Act of 2020. In September 2021, we received notification that our forgiveness applications were approved. As such, the Loan was extinguished, and for the year ended December 31, 2021, a $6.2 million gain was recorded in our consolidated statements of operations and comprehensive loss.</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Debt obligations consisted of the following as of December 31, 2021 and 2020 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"><span style="text-decoration:underline;">Debt instrument</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.8%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Balance at</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31,</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Current Portion:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Debentures</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">146</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">582</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Long-term Portion:</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2015 Subordinated Notes</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,823</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">13,551</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"><span style="text-decoration:underline;">Debt instrument</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.8%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Balance at</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31,</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Current Portion:</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Debentures</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">146</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">687</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Long-term Portion:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2015 Subordinated Notes</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,682</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,197</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:20.5pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19,712</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 146000 582000 12823000 13551000 146000 687000 12682000 6197000 19712000 13800000 20000000.0 5000000.0 9000000.0 1400000 5.10 500000 4.41 0.08 13500000 13500000 2020-02-20 2023-02-20 500000 1350000 P3Y 2020-02-20 2023-02-20 675000 P5Y 4.48 0.20 2700000 500000 6200000 6200000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(19) Liability Related to the Sale of Future Royalties and Milestones</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table shows the activity within the liability account in the year ended December 31, 2021 and for the period from the inception of the royalty transactions to December 31, 2021 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:60%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:63.42%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.42%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year ended December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.42%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Period from inception to December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:63.42%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liability related to sale of future royalties and milestones - beginning balance</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">234,041</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:63.42%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Proceeds from sale of future royalties and milestones</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">205,000</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:63.42%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Non-cash royalty and milestone revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(44,355</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(139,634</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:63.42%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Non-cash interest expense recognized</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">64,419</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">188,739</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:63.42%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liability related to sale of future royalties and milestones - ending balance</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">254,105</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">254,105</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:63.42%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less: unamortized transaction costs</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(357</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(357</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:63.42%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liability related to sale of future royalties and milestones, net</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">253,748</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">253,748</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Healthcare Royalty Partners</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On January 6, 2018, we, through Antigenics, entered into the HCR Royalty Purchase Agreement with HCR, which closed on January 19, 2018. Pursuant to the terms of the HCR Royalty Purchase Agreement, we sold to HCR 100% of Antigenics’ worldwide rights to receive royalties GSK on sales of GSK’s vaccines containing our QS-21 Stimulon adjuvant. At closing, we received gross proceeds of $190.0 million from HCR. As part of the transaction, we reimbursed HCR for transaction costs of $100,000 and incurred approximately $500,000 in transaction costs of our own, which are presented net of the liability in the consolidated balance sheet and will be amortized to interest expense over the estimated life of the HCR Royalty Purchase Agreement. Although we sold all of our rights to receive royalties on sales of GSK’s vaccines containing QS-21, we are required to account for these royalties as revenue when earned, and we recorded the $190.0 million in proceeds from this transaction as a liability on our consolidated balance sheet that will be amortized using the interest method over the estimated life of the HCR Royalty Purchase Agreement. The liability is classified between the current and non-current portion of liability related to sale of future royalties and milestones in the consolidated balance sheets based on the estimated recognition of the royalty payments to be received by HCR in the next 12 months from the financial statement reporting date.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In the years ended December 31, 2021, 2020 and 2019, we recognized $44.4 million, $46.5 million and $30.4 million, respectively, of non-cash royalty revenue and we recorded $64.4, $59.7 million and $41.5 million, respectively, of related non-cash interest expense related to the HCR Royalty Purchase Agreement.</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As royalties are remitted to HCR from GSK, the balance of the recorded liability will be effectively repaid over the life of the HCR Royalty Purchase Agreement. To determine the amortization of the recorded liability, we are required to estimate the total amount of future royalty payments to be received by HCR. The sum of these amounts less the $190.0 million proceeds we received </p> <p style="margin-top:6pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">will be recorded as interest expense over the life of the HCR Royalty Purchase Agreement. Periodically, we assess the estimated royalty payments to be paid to HCR from GSK, and to the extent the amount or timing of the payments is materially different from our original estimates, we will prospectively adjust the amortization of the liability. </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Since the inception of the HCR Royalty Purchase Agreement</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> our estimate of the effective annual interest rate over the life of the agreement increased to </span>26.6<span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%, which results in a </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">retro</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">spective interest rate of </span>23.0<span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%. </span></p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">There are a number of factors that could materially affect the amount and timing of royalty payments from GSK, all of which are not within our control. Such factors include, but are not limited to, changing standards of care, the introduction of competing products, manufacturing or other delays, biosimilar competition, patent protection, adverse events that result in governmental health authority imposed restrictions on the use of the drug products, significant changes in foreign exchange rates, and other events or circumstances that could result in reduced royalty payments from GSK, all of which would result in a reduction of non-cash royalty revenues and the non-cash interest expense over the life of the HCR Royalty Purchase Agreement. Conversely, if sales of GSK’s vaccines containing QS-21 are more than expected, the non-cash royalty revenues and the non-cash interest expense recorded by us would be greater over the life of the HCR Royalty Purchase Agreement.</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Pursuant to the HCR Royalty Purchase Agreement, we were also entitled to receive up to $40.4 million in milestone payments from HCR (through the royalty payments from GSK) based on sales of GSK’s vaccines as follows: (i) $15.1 million upon reaching $2.0 billion last-twelve-months net sales any time prior to 2024 and (ii) $25.3 million upon reaching $2.75 billion last-twelve-months net sales any time prior to 2026. In the fourth quarter of 2019, the $15.1 million milestone was achieved, as sales for the year ended December 31, 2019 exceeded $2.0 billion. As such, we recognized $15.1 million in royalty sales milestone revenue in the year ended December 31, 2019. We remain eligible to receive the $25.3 million milestone.</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In June 2021, we entered into an amendment to the HCR Royalty Purchase Agreement in which HCR was granted the option to directly pay us the final $25.3 million milestone, if achieved. Under the terms of the original agreement, the milestone, if achieved, was to be paid through royalties received from GSK.</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Additionally, pursuant to the HCR Royalty Purchase Agreement, we were obligated to pay HCR approximately $25.9 million in 2021 (the “Rebate Payment”) if neither of the following sales milestones are achieved: (i) 2019 sales exceed $1.0 billion or (ii) 2020 sales exceed $1.75 billion. However, <span style="color:#000000;">we were released from this obligation in the fourth quarter of 2019 when GSK announced that Shingrix sales for the first nine months of 2019 reached 1.28 billion pounds (or approximately $1.6 billion).</span></p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">XOMA</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On September 20, 2018, we, through our wholly-owned subsidiary, Agenus Royalty Fund, LLC, entered into a Royalty Purchase Agreement (the “XOMA Royalty Purchase Agreement”) with XOMA (US) LLC (“XOMA”). Pursuant to the terms of the XOMA Royalty Purchase Agreement, XOMA paid us $15.0 million at closing in exchange for the right to receive 33% of the future royalties and 10% of the future milestones that we are entitled to receive from Incyte Corporation (“Incyte”) and Merck Sharpe &amp; Dohme (“Merck”) under our agreements with each party (see Note 15), net of certain of our obligations to a third party and excluding the $5.0 million milestone from Incyte that we recognized in the quarter ended September 30, 2018. We retained 90% of the future milestones and 67% of the future royalties under our agreements with Incyte and Merck. Although we sold our rights to receive 33% of future royalties and 10% of future milestones, as a result of our significant continued involvement in the generation of the potential royalties and milestones, we are required to account for the full amount of these royalties and milestones as revenue when earned, and we recorded the $15.0 million in proceeds from this transaction as a liability on our consolidated balance sheet. Under the terms of the XOMA Royalty Purchase Agreement, should the percentage of milestones and royalties ultimately received by XOMA fail to repay the amount received by us at closing we would have no further obligation to XOMA.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In the fourth quarter of 2020, we achieved a $10.0 million milestone under the Merck agreement. As such, we recorded $1.0 million in non-cash milestone revenue related to the XOMA Royalty Purchase Agreement for the year ended December 31, 2020 and reduced the XOMA liability by $1.0 million.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:8pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table shows the activity within the liability account in the year ended December 31, 2021 and for the period from the inception of the royalty transactions to December 31, 2021 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:60%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:63.42%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.42%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year ended December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.42%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Period from inception to December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:63.42%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liability related to sale of future royalties and milestones - beginning balance</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">234,041</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:63.42%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Proceeds from sale of future royalties and milestones</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">205,000</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:63.42%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Non-cash royalty and milestone revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(44,355</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(139,634</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:63.42%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Non-cash interest expense recognized</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">64,419</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">188,739</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:63.42%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liability related to sale of future royalties and milestones - ending balance</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">254,105</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.84%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">254,105</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:63.42%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less: unamortized transaction costs</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(357</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(357</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:63.42%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liability related to sale of future royalties and milestones, net</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">253,748</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.84%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:14.42%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">253,748</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 234041000 205000000 44355000 139634000 64419000 188739000 254105000 254105000 357000 357000 253748000 253748000 1 190000000.0 100000 500000 44400000 46500000 30400000 64400000 59700000 41500000 0.266 0.230 40400000 15100000 2000000000.0 25300000 2750000000 15100000 2000000000.0 15100000 25300000 25300000 25900000 1000000000.0 1750000000 1600000000 15000000.0 5000000.0 0.90 0.67 0.33 0.10 15000000.0 10000000.0 1000000.0 -1000000.0 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(20) Fair Value Measurements</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We measure our contingent purchase price consideration at fair value. The fair values of our PhosImmune and other contingent purchase price consideration of $1.4 million and $0.3 million, respectively, are based on significant inputs not observable in the market, which require them to be reported as Level 3 liabilities within the fair value hierarchy. <span style="color:#000000;">The valuation of these liabilities use assumptions we believe would be made by a market participant and are mainly based on estimates from a Monte Carlo simulation of our market capitalization and share price, as well as other factors impacting the probability of triggering the milestone payments. Market capitalization and share price were evolved using a geometric Brownian motion, calculated daily for the life of the contingent purchase price considerations</span>. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The significant unobservable inputs include the anticipated timelines to achieve the contingent purchase milestones and our estimated credit spread, the weighted average values of which (weighted based on the value of each contingent liability), as of December 31, 2021 and 2020, are shown in the table below.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:70%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.86%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2021</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.86%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Period of time to achieve milestones (in years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001299">2.5</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001300">1.3</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Credit spread</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5.4</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5.5</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> </table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liabilities measured at fair value are summarized below (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:90%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"><span style="text-decoration:underline;">Description</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Quoted Prices in</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Active</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Markets for</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Identical Assets</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 1)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Other</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Observable</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 2)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Unobservable</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 3)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liabilities:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent purchase price consideration</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,689</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,689</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,689</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,689</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"><span style="text-decoration:underline;">Description</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Quoted Prices in</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Active</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Markets for</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Identical Assets</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 1)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Other</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Observable</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 2)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Unobservable</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 3)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liabilities:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent purchase price consideration</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,208</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,208</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,208</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,208</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table presents our liabilities measured at fair value using significant unobservable inputs (Level 3), as of December 31, 2021 (amounts in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:60%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,208</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in fair value of contingent purchase price consideration</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   during the period</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">11,481</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Achievement of 4-AB contingent milestones</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(20,000</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,689</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">There were no changes in the valuation techniques during the period and there were no transfers into or out of Levels 1 and 2.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In June 2021, the second contingent milestone was achieved pursuant to the terms of the Share Exchange Agreement dated January 10, 2014, by and among us, 4-Antibody AG (“4-AB”), the former shareholders of 4-AB and Vischer AG, as Representative (the "Share Exchange Agreement"), triggering a $10.0 million payment. In July 2021, the third contingent milestone was achieved pursuant to the terms of the Share Exchange Agreement, triggering an additional $10.0 million payment.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The fair value of our outstanding debt balance at December 31, 2021 and 2020 was $13.6 million and $19.9 million, respectively, based on the Level 2 valuation hierarchy of the fair value measurements standard using a present value methodology which was derived by evaluating the nature and terms of each note and considering the prevailing economic and market conditions at </p> <p style="margin-top:12pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">the balance sheet date. The principal amount of our outstanding debt balance at </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2021</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> and </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2020</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> was $</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">13.8</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> and $</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20.0</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, respectively.</span></p> 1400000 300000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The significant unobservable inputs include the anticipated timelines to achieve the contingent purchase milestones and our estimated credit spread, the weighted average values of which (weighted based on the value of each contingent liability), as of December 31, 2021 and 2020, are shown in the table below.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:70%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.08%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.86%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2021</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.58%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.86%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Period of time to achieve milestones (in years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001299">2.5</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001300">1.3</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.08%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Credit spread</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5.4</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.58%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.86%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5.5</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> </table></div> 0.054 0.055 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liabilities measured at fair value are summarized below (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:90%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"><span style="text-decoration:underline;">Description</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Quoted Prices in</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Active</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Markets for</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Identical Assets</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 1)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Other</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Observable</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 2)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Unobservable</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 3)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liabilities:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent purchase price consideration</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,689</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,689</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,689</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,689</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"><span style="text-decoration:underline;">Description</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Quoted Prices in</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Active</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Markets for</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Identical Assets</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 1)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Other</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Observable</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 2)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Unobservable</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 3)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liabilities:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent purchase price consideration</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,208</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,208</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,208</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,208</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 1689000 0 0 1689000 1689000 0 0 1689000 10208000 0 0 10208000 10208000 0 0 10208000 <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table presents our liabilities measured at fair value using significant unobservable inputs (Level 3), as of December 31, 2021 (amounts in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:60%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,208</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.3%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in fair value of contingent purchase price consideration</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   during the period</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">11,481</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Achievement of 4-AB contingent milestones</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(20,000</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.3%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, December 31, 2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.88%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.8%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,689</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 10208000 11481000 -20000000 1689000 0 10000000.0 10000000.0 13600000 19900000 13800000 20000000.0 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(21) Contingencies</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We may currently be, or may become, a party to legal proceedings. While we currently believe that the ultimate outcome of any of these proceedings will not have a material adverse effect on our financial position, results of operations, or liquidity, litigation is subject to inherent uncertainty. Furthermore, litigation consumes both cash and management attention.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(22) Benefit Plans</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">We sponsor a defined contribution 401(k) Savings Plan in the US and a defined contribution Group Personal Pension Plan in the UK (the “Plans”) for all eligible employees, as defined in the Plans. Participants may contribute a portion of their compensation, subject to a maximum annual amount, as established by the applicable taxing authority. Each participant is fully vested in his or her contributions and related earnings and losses. During the years ended December 31, 2021, 2020, and 2019 we made discretionary contributions to the Plans of $1.1 million, $1.1 million, and $922,000, respectively. For the years ended December 31, 2021, 2020, and 2019, we expensed $1.1 million, $1.1 million, and $922,000, respectively, related to the discretionary contribution to the Plans. </p> 1100000 1100000 922000 1100000 1100000 922000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(23) Geographic Information</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following is geographical information regarding our revenues for the years ended December 31, 2021, 2020 and 2019 and our long-lived assets as of December 31, 2021 and 2020 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Revenue:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">United States</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">288,961</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">83,551</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">149,358</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Rest of world</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,704</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,619</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">690</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">295,665</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">88,170</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">150,048</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In the table above, revenue by geographic region is allocated based on the domicile of our respective business operations.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:70%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.98%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Long-lived Assets:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">United States</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">66,225</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27,611</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.98%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Rest of world</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,341</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,302</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.98%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">69,566</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">30,913</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In the table above, long-lived assets include “Property, plant and equipment, net” and “Other long-term assets” from the consolidated balance sheets, by the geographic location where the asset resides.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following is geographical information regarding our revenues for the years ended December 31, 2021, 2020 and 2019 and our long-lived assets as of December 31, 2021 and 2020 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:80%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Revenue:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">United States</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">288,961</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">83,551</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">149,358</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Rest of world</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,704</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,619</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">690</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">295,665</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">88,170</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">150,048</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 288961000 83551000 149358000 6704000 4619000 690000 295665000 88170000 150048000 <p style="margin-top:2pt;margin-bottom:0pt;text-indent:3.4%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In the table above, revenue by geographic region is allocated based on the domicile of our respective business operations.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:70%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.98%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Long-lived Assets:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">United States</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">66,225</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27,611</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.98%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Rest of world</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,341</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,302</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.98%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">69,566</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">30,913</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 66225000 27611000 3341000 3302000 69566000 30913000 185 EXCEL 120 Financial_Report.xlsx IDEA: XBRL DOCUMENT begin 644 Financial_Report.xlsx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

*Q!!Y-RYXCH0 M Q$$HB\_^55:Z6]HH:U*%<;7%ST'YA?^=G1@C6O#I"7^D)[6O MX_!0$4"BMN.9]-O!V0&B,##33L/TAAQ"E>7Z13+)SB=9)_1K%:OY>_=TBF,K MSW#LB1T$CX"'JK_K1%'@W,61#V38WBN1;_JL0WKF[51'8+=!S]71%J&1[KF*K M;=^2NR?F50>&5)EI!!I [O)^^LT$R98L/T@8B0.<%S-=MF59\,OS/_G$R<"3 M-SE*77'DV]Y< ;D*0O6NZ[,?%X&_LI]XNH(V#M7)0_Z"-0V"@C9<" MD[E=SC#M?+.,NDJ9AXK&CWR!0H-] 8*#?H \,C>URT6DUM)KB,4#6.%H- M! 9:#;K5--?RZ6DUSU'[L/LD9 ][$O(Q13*)I5_+:D\#S-_:')LTV^.M9R;; M33YSC-:L7TJGIVO3M>G:X*YM, (D?]?N0[OV\V^>JU&;>J/+P"ZTEDRC+IH MC;H4F!"-NDN?SMNGC0:T3W\3L>7ZPCFS0E^^>Y3S4-KH=O6F8="EP=HQ7;IH M G3I4F!"=&D.I_=@TQNQU7NWZ9P\MMO2VZTV'1:L":XY;.9C.O9VFDW5C^FX M$+'F!5%4U.DT._5S*G3?W]>MV=M=KUGQ0:60Y%36NF?RSIU@%$BE!<)!, 0& MB@&!0GIT!-V";E$\!DB!\,"#PH%C8("APG$CG!\$ *1".$R$P4 QE MH5!M<= J(#! JH-6 8&!8D"@D*:XTRWH%L5C@!0(W0(" \6 0"'-(J=;T"V* MQP I$+H%! :* 8%"&I!-MZ!;%(\!4B!T"P@,% ,"A32@F6Y!MR@> Z1 Z!80 M&"@&" I)QC+=@FY1/ 9(@= M(#!0# @4TIADN@7=HG@,D *A6T!@H!@0**1Y M0K5VBPQQ0>;3N*"K,)BX\=<@B@Z4H-N7[VHD_WA_B%!3[S?R.XF3!:/@D#X: M9[5+=LUT $HAB>"=8DZ9E%$P"MUC73 M 2@%#C:SF&8KDVGF[7B&H;<[#3H>6'O*)VAV?W'5%0^:3M4CE I,%*(AY"#8( 4"(>I$!@H!@0*C)ZE6Z!@@!0( MHV?+28K1L["@6-@@*'"<2.<'P0 I$(X3(3!0#&6A4&UQT"H@,$"J@U8!@8%B M0*# Z%FZ!0H&2('0+2 P4 P(%!@]2[= P0 I$+H%! :* 8$"HV?I%B@8( 5" MMX# 0#$@4&#T+-T"!0.D0.@6$!@H!@@*C)ZE6X!@@!0(W0(" \6 0('1LY]W MCW=H/XUW2)XI'ZX^4CY*GBA7@0\7(KZ<7%L_F.,46JD;T*:T,\>M[B]@N>)QJP,GF"7J#2;: M8#S4>BTS:\[J01/?*X0 -%J\]L4(@P+SM @(#I#IH M%1 8* 8$"LQ9I5N@8( 4"-T" @/%@$"!.:MT"Q0,D *A6T!@H!@0*#!GE6Z! M@@%2('0+" P4 P(%YJS2+5 P0 J$;@&!@6* H,"<5;H%" 9(@= M(#!0# @4 MF+-*MT#! "D0N@4$!HH!@0+#?^@6*!@@!4*W@,! ,2!08*[HA]VCXKI/H^*^ MB=AR?>&<6:$O;W.T;(WQPX_YY'L?K]Q0$.RQ,?'KX?G0>A MO(F/[W 5!K[\IYW\U:?'1#S_5\R&;,/F^E_8ZN")I_=GY92)9Y/Q$E$0QXJ6CW ^P@&@LT-@J)D.0"EP')C%VGNT=OIRN5O]FB]G#JW=7SAUQ4-K MQ[=6*(YOK$@XLC!,9\*/+*6+K,FU!XW,KQ 'T&SVFA4C5 I,).)Y*B 8( 7" MH30$!HH!@0*3:^D6*!@@!<+DVG*28G(M+"@6-@@*'"?2^4$P0 J$XT0(#!1# M62A46QRT"@@,D.J@54!@H!@0*#"YEFZ!@@%2('0+" P4 P(%)M?2+5 P0 J$ M;@&!@6) H,#DVL^[;_SO/]WXO[*__CH8R%NMWLCRKBS7&?E#:^;&EI?L]4VV M^@Y7=OI^$_^9NY&\^V,1WKFV2#?X?Q-V\-U/WN5WRYN+5QX;V.71NA<^V; #04#I$#H%A 8* 8("HP%IEN 8( 4"-T" @/%@$"!L[[ MS!8( 4"(>]$!@H!@0*3(6E6Z!@@!0(4V'+28JI ML+"@6-@@*'"<2.<'P0 I$(X3(3!0#&6A4&UQT"H@,$"J@U8!@8%B0*# 5-C7 M=M+\N D]-UTV7]M*8RRWTEC?A?]IL=A^.;E8+K4GNV:B\>(7W!I?>*YC:YM,FMDQ_1*Y M(7Z$ T"KA,!0,QV 4F D+U?D4#! "H1N 8&!8H"@P$A>N@4(!DB!T"T@,% , M"!08R4NW0,$ *1"Z!00&B@&! G.SZ!8H&" %0K> P$ Q(%!@)"_- @0#I#YH M%A 8* 8$"AQ:T"U0,.26/[N_ .N*Y\^F^QBU*/ <3=Y/$Q>SQM$>-&B_0F1 $]UK7Z,P*#!FB*>P@&" % B'?! 8* 8$"HRC MI5N@8( 4".-HRTF*<;2PH%C8("APG$CG!\$ *1".$R$P4 QEH5!M<= J(#! MJH-6 8&!8D"@P#C:+'&TK;54H20&;Q1%<^'\II;>DZ^O%@OO@^6Z>^'AM"^? M\/S9,'3#R"]FB#6CTC6#!@J!@6) H,# V@R!M>T,_HD37TNGA&N"H,6!3@F! M@6) H, VPQ.V2G8*0?.N])L7QYSKABJV==[O3X]%:RQ@I81>BH$!HH!@0*3 M;KG8AX(!4B!T"P@,% ,$!2;=TBU ,$ *A&X!@8%B0*# I%NZ!0H&2('0+2 P M4 P(%!A'1;= P0 I$+H%! :* 8$"DVYI%B 8(/5!LX# 0#$@4.#0(L/&L>X> M-H[EL]VKV=#E>W*[%U@3RS'%=W^9UQ5/\1T&_IT((Z7P8**-1>C*/S<\-I0D MY0]B]\83VBP4$Q&&PDDC?K/F^1XTI;]"C$#CX&M?K3 H,*?I0X;GJ7O+SLIB MU_EJ?^5T'LI;?25K8>"DSU _5LG+R?"Q,(Z%+5\:NSL]9#WTK"BZG"1_+]GW MKKI+:>$=&BMO?K4LNEL_--:0[2]IC<='GSNY]798/_)II1_A '#(#X&A9CH MI<"DXU=]](4Q?W]+&TW&^>5PT>31ZX6-;C>]8)AZOV/2<,&:,ZKA,BP:WPT8 M%ET24#6K::@4. G!DP%!,$ *A$-M" P40UDH5%LG<6ZIT MA^Z)UBQ!"P;=$P(#Q8! @:'2&=S31'3/@;/_I&FU-ZC!O4%H+1BTMM!H(3!0 M# @4F#3-E4(4#) "H5M 8* 8("@P:9IN 8(!4B!T"P@,% ,"!29-TRU0,$ * MA&X!@8%B0*# .#BZ!0H&2('0+2 P4 P(%)@T3;, P0"I#YH%! :* 8$"AQ89 M=I,U#[6;++\]8,R'@FMW.<9/[R^(ON+QTTJSEF\+%3Z=/LBH)*5%(KQS;1%E M39H^Z"D9%<(!>AQ#[0L3!@6&//$()1 ,D +AP!8" \6 0(%YRG0+% R0 F$8 M<#E),0P8%A0+&P0%CA/I_" 8( 7"<2($!HJA+!2J+0Y:!00&2'70*B P4 P( M%!@&G"4,N+53&'#Z_?,@'"^6X(L+__UL]GED.UC[ ZT,M$D(#!0# @7&^W)0 MA8(!4B!T"P@,% ,"!<;99G@ H;W+ PC[&E(-G'?%USX^G] S.,X":Y*@Q8+. M"8&!8D"@P'Q:CK-0,$ *A&X!@8%B@*# ?%JZ!0@&2('0+2 P4 P(%)A/2[= MP0 I$+H%! :* 8$"0Z3H%B@8( 5"MX# 0#$@4& ^+HX"-=ME+5:L&CL@Z+YCUV5&W=8%8]^E-) M2*4YNO0G^E.)V:#YTRMIN[0P?'PO1_"2'A8]=D#*3XH#9'9 RLX&S<'H3QAL MZ$\D50N1T9QPV=">E)IF#(- M//<]TKUM_#O9(%T2^U[??MVA=Y>AW=*[R8;>75%2:;0UO3MW[^[#>_? >5R";#4*V069V][% M5I-[%\O0,'-,C=_?*1%ID'QE&7RQI"AMH5FQ=BKL9!.QUC1T36DP:PS\0<^O MJ1 +T(-25JJ7NJ?L#8%B6DNSRTZJIEVA%](86L;3$V^NQ706A%9XGSZED08Q M7,[C*+9\16:'YSR&GA5%EY.DDY0\XZ'Z6V/9NQ+1T!@&_IT(8_?&$U>AF(@P M%,[31S9??U+3R"]F@0?E5+IV\& X" QTVG5,?X,CM)Y93Y/-9[[!?,-CAU88 MWDL>@ZF$' _B.'1OYK$EG?$ZN$K&S46;[E93$V9'[QOY/5=)3ZZT&6R=ZU^? MRE(*4B]'^!-4\86-_:L28.),QCYF,IH;9_?N9^IB\&8O:I>\BXQS'TW.?: U M6=!JP[D/" ST9O2YCUP(55E9NT]\M#8L69G<;>#)FQREKCCR;6^N@%P%H7K7 M]=F/B\!7EAT&GB=?,I+F+1T]I]D0"!]OT,;!6CFH?]#&(3#0QDN!:?WT!MIY M3D/L=IY#[-T3G)\]=V&[79/-KMY3.[YHME!M$+1\T&PA,-!LT?T$!1IS/L;_D]>4BCKK1#T*@A,-"H2X%I_2 $NO4>8FCH-Y56$/T& @/] M!GU@N'ZF :V&5@., ;+&T6H@,-!JT*UF_7@"6LUSU#[L/@G9PYZ$M.WY=.[) M5SJ7\:T(U:M"<2O\R+T3\G,%4_'6YMBDV1YOOWQHMC@K"=:L/\(!H&M#8*!K MX[NVP0B0_%V[#^W:S[]YKD;=UOL]@T8-UI)IU$43H%&7 A.B47?ITWG[=+L! M[=/?1&RYOG#.K-"7[Q[E/)0V>RV]W^;3H?CY5OH#>;#,E$:X)K#KLXIN.GI*G([SKNW6[7O7:9__7VA227;*C? M7'6:%^1O"]585_^D.7NN'&3_$'G?W+$0FF7;LD=K^2KG5OXDEG\_#I3:DG*H MEHNTB>M;ONU:GKSH15\X.MGI1ACF.@L#_<[TS,7UW8;+"YQ9W\7Q32BL/X^M MB;R^3Y;WEW4?'6D_;7SZ\O!A??AV=#J[/Y*5> MR__\>G9Q/=8NSS7YH]_/OEV/OGP]TZZ^G9V???N6O.9R^'_3&Z/^]=^77T_/ MOHV3G5'=G[6S__EM=/TO[=!J,6W M0ON7L,)(.Y,?R'EZ(I*9_G]#URS?>3@A:<_7_TP'X!",TZCU2'-]>5>">22O M.-K O4>?W]_XM H7L.AP)?VOQ=#IEZ.&[)P+SU/]4=F'>/AZT8--OEZ[[$_6 M/ Y^7@R\9#/SK%DD/BW_\;.VZ.W&0SE2D%^$M4#^N6H 9I*"YM @X,Q5$\ M ]H$ @4JH7@&:40K;0(.#,51/ /:! (%*J%X!FDV*&T"#@S%43P#V@0"!2H! M@$&2ZTF;P -#<13.@#:!0(%**)Y!FLE)FX #0W$4SX V@4"!2BB>09I:09N M T-Q%,^ -H% @4HHGD$204B7@.-";13/@"Z!0(%**)X!!Q.@8&HNCD7,6RUS M/U"90&"@=:,]EEVS!)!AX-^),'9O/$'3@)-&\0P8 5)*4(P *8/7U"P"A%X# M @*ZA-5&#J 4J(3B&3#^ Q0,Q5$\ ]H$ @4JH7@&C/\ !4-Q%,^ -H% @4HH MG@'C/T#!4!S%,Z!-(%"@$HIGP/@/4# 41_$,:!,(%*@$ :,_P %0W$4SH V M@4"!2BB> >,_0,%0',4SH$T@4* 2BF? )_9 P5 1.,IY(9OG1?"D@=/ MCR$B9?"A-$2$/D0?0KG]>)6,)E.>>M8[Z?98SYX$)TVG@:]AU+%M-<5ZQWI' M-/3^P]_P]'GGW.H4Y4%Y5.F&TRK*VC7NGO39-5ZG=AT**YJ']^P<@P)BQ2,: M:J9\8/C\%@(%R@,4##==4@L$PVV7.!0H#U P''W HJ%F0,$DSWMQ!K\K"2U MJ1(E*/[&2<]D\=\QAL(*:U3Q?[>\N6#!A^."5_#9Z2]/W6^>]-CIS]3IU]C? MYQQ6C,W3AESQ@F*#)T*XY9C.57SI,T5A$PS234JZL%$ YE) M8EG'+>N<<:J@/Y@G'?H#=[YBWW"\&L@25YX2UTHR]5C!5BN8;<^G<\^*A5.C M;NYE?%NK;OTPF,Y"<2O\R+T3-;KND6\'4Z%]^!I$T4?:= UMNC:%O!3V:_"D MM"<33($O;[L?AX'GR7M6J](L+T=$Q0^>.-'$ZHUYR]&J]QN1@+4KWO4<.YV* MB6N[K-MX9'#J-B?'REC?V3M_>KA1@+#!I[D3>.F&][:YX0MRBQOYOA&IB#4OB#)O -C;C7]N1%"A^_Z^U,^]W75CBR7A M0Q0H8GKC\?"MLD%VB=5-(GWR\'(<=#W3, '9'<;B<3! *NB-":<*J@$2 _UF M'=/?X B9VR4DTFIH-<5C@*QQ[X].K*!@2D#JY3A%@BJ^L+';4 ),'*:R[U 6 M#) *XC 5 @/]!GV8F@NA:BN+/@.! ;+ T6<@,-!G2H')W"ZEDWY#ORD> Z2" MZ#<0&.@WZ.,:<[M@4%H-K:9X#) UCE8#@8%6@VXUS;5L4UH-K088 V2-H]5 M8*#5E *3N5U"*?V&?E,\!D@%T6\@,-!OT(G\ M.!K\<*/EBRX"?R4%=AF-^JM0IP_]839,]:Y&\@_#;!I'FB-L5UY.],O1<5,V MM*39'1]IZN*M^)\5_.I$\2+%\K7V)8BVSSZ;.C];O?O/ZW?A<]P;;EF MUOM2.CE=EZY+UP5WW2Y--W?3;>[==+^)V')]X9Q9H2_!1GNRVUY#[QLM&BY8 MDZ3A%DV AEL*3(B&RV'N'ARWE[US*I4 J M+1".<2$P4 P(%-(D9;H%W:)X#) "85!R.4DQ*!D6% L;! 6.$^G\(!@@!<)Q M(@0&BJ$L%*HM#EH%! 9(== J(#!0# @4TB!BN@7=HG@,D *A6T!@H!@0**19 MPG0+ND7Q&" %0K> P$ Q(%!(XX#I%G2+XC% "H1N 8&!8D"@D(;YTBWH%L5C M@!0(W0(" \4 02')XZ5;T"V*QP I$+H%! :* 8%"&JE;:[?8/=ZA_33>(7FF M?+CZ2/DH>:) R0 M^J!90&"@&! H<&B18=:ND_.L'>?7ZJ3[S$&M^\MNKGA0Z_C6"L7QC14))XEK ME1*UE#BRQK0>-&V^0AQPP^7K79$P*#!^AR=N@F" % C'K1 8* 8$"HQII5N@ M8( 4"&-:RTF*,:VPH%C8("APG$CG!\$ *1".$R$P4 QEH5!M<= J(#! JH-6 M 8&!8D"@P)A6N@4*!DB!T"T@,% ,"!08TTJW0,$ *1"Z!00&B@&! F-:,VRS M[S[=9C]P_CV/8I5K$5T' WFKU1M9WI7E.B-_:,W2=W\LPCO7%E2VVY_E MI]+EAUX,@8%B0*# $%R.W% P0 J$;@&!@6* H, 07+H%" 9(@= M(#!0# @4 M&()+MT#! "D0N@4$!HH!@0+#E^@6*!@@!4*W@,! ,2!08*XKS0($ Z0^:!80 M&"@&! H<6F38<-8#VG#&;6*U*AJ90V'WEPQ=\5#8WT44RPO7@HG\GG\GOQ*. M%BDQ1UES80\:65\A%*#9Z+4O2A@4F/?#\TQ ,$ *A.->" P4 P(%YL+2+5 P M0 J$N;#E),5<6%A0+&P0%#A.I/.#8( 4",>)$!@HAK)0J+8X:!40&"#50:N MP$ Q(%!@+NQK6VE^W(2>FRZ;K^VEZ2_WTEC?A?]IL=A^.;E8+K4GVV:B\>(7 M<\E=DM^=!OXX#NP_M\E:&EV YFA5K\:W0 MY(?_4\19TVZU+TD8%)@JQ%-70#! "H0C/ @,% ,"!:;/TBU0 M,$ *A.FSY23%]%E84"QL$!0X3J3S@V" % C'B1 8*(:R4*BV.&@5$!@@U4&K M@,! ,2!08/ILAO39COGT).:?3 YG317CYT9,?%1E$^_)Q MSI_;#;W?ZO(09[!F"5HPZ)X0&"@&! H,I\T03MO;JR>BM-MZW\@ORY9%I-)% MA(X*@8%B0*# 0%LN\J%@@!0(W0(" \4 08&!MG0+$ R0 J%;0&"@&! H,-"6 M;H&" 5(@= L(#!0# @6F3M$M4#! "H1N 8&!8D"@P$!;F@4(!DA]T"P@,% , M"!0XM,BP;:R=][:QO#9[=73Y<;G9"ZR!Y1C5N[]@ZQI%] MVK=6)#3K>RB2+9M9LWL/&L!?(3*@2>^UKU$8%)C)Q+Q]$ R0 N%@%@(#Q8! M@=F]= L4#) "879O.4DQNQ<6% L;! 6.$^G\(!@@!<)Q(@0&BJ$L%*HM#EH% M! 9(== J(#!0# @4F-V;);NWL]P@8WT7_NKNF-_4TGOR]=5BX7VP7'#4?8*-LJ!IZ?"-5;0,D)/AYD-7;XGMWN!-;$O$&:*X4J?Y(YV_>@9Q%4B!-HZ'WM*Q8&!68V\: :$ R0 N'@ M%@(#Q8! @=F^= L4#) "8;9O.4DQVQ<6% L;! 6.$^G\(!@@!<)Q(@0&BJ$L M%*HM#EH%! 9(== J(#!0# @4F.U+MT#! "D0N@4$!HH!@0+S:^D6*!@@!4*W M@,! ,2!08(CK[GOQNXWE7OQ%J.JGB[5MO*/%+MZ1;X?"BL1Y&$S'#[M_TW36 MY<[@$L6ZFKK9,G/;YL^Z4NFZ0I.%P$ Q(%!@JBN'9"@8( 5"MX# 0#% 4&"J M*]T"! .D0.@6$!@H!@0*3'6E6Z!@@!0(W0(" \6 0('12QF6>PRXY9[G/\#N M)]\:32[HH+5/T,I!&X7 0#$@4&#<+<=<(!@@]4&S@,! ,2!0X)@KPYC+/,B8 M*Z^-<RM_1;N:1ZXLHTBQ;*C5*=JYFC;P] M:&1_A=" 9L/7ODAA4&"4$<]S <$ *1 .<"$P4 P(%!AY2[= P0 I$$;>EI,4 M(V]A0;&P05#@.)'.#X(!4B <)T)@H!C*0J':XJ!50&" 5 >M @(#Q8! @9&W MK^V9^7$3>FZZGKZV::;Y=-/,RC'1I_-0WNDK$;J!,TY^=?"X^![E]%R"_.XT M\)._NLW#"*.+\Z//K4:;9T>#M3W0JD"+A,! ,2!08,YOAFVEK2T=\G?+FXOB M#7+]:;W\]IBR-%2Z-- G(3!0# @4F'"_T>"&+K!&E&/4[OY2N"L>M3N8"M]1VRI5UJX4 M45O[RPKE;\:19OF.YJXD\2J1/?PT:^[N0<\.J! GT)#ZVEF>?(Q$ M5G5KK/B7(_>'O)/SJ1/$BY^O[NUOZD8KO\- 6$XJ74[HK1 8* 8$"HQKY4@, M!0.D0.@6$!@H!@@*C&NE6X!@@!0(W0(" \6 0(%QK70+% R0 J%;0&"@&! H M,%.);H&" 5(@= L(#!0# @7&M=(L0#! ZH-F 8&!8D"@P*%%A@UDO7UN(..V MKSH5@76HSZSX,/$]S?2VZM4*1.;SUH/'R%>(! MFF->^\J$08&A/#Q[! 0#I$ XF(7 0#$@4&!X*]T"!0.D0!C>6DY2#&^%!<7" M!D&!XT0Z/P@&2(%PG B!@6(H"X5JBX-6 8$!4AVT"@@,% ,"!8:WOK8_YL=- MZ+GILOG:!IG^3X=GE5;K$AC=Z,T^_D]9L'J4.GJ0*N$ MP$ Q(%!@NBZ7X5 P0 J$;@&!@6* H,!T7;H%" 9(@= M(#!0# @4F*Y+MT#! M "D0N@4$!HH!@0(CL.@6*!@@!4*W@,! ,2!08+HNS0($ Z0^:!80&"@&! H< M6F38#V;FM1]LIUU7D&):[O_CLBH?EJK1JR[>%2LM-G_-3\=-:),([ MU\Z>E7O0;/\*X0 -D:]]8<*@P PD'OP"@@%2(!R:0F"@&! H,"N7;H&" 5(@ MS,HM)REFY<*"8F&#H,!Q(IT?! .D0#A.A,! ,92%0K7%0:N P "I#EH%! :* M 8$"LW(S9.7VFD\/DTX2^])CHD_GH;S35R)T R?=\Y)^_SP(QXLE^ (3=,U& MCR=,@S5 T-) GX3 0#$@4&"$;H9=H:TM;3+9% KBDD_VF-(LP5HA:'V@64)@ MH!@0*#!2-X-9MA',' MT%I2CI&[[TU!7LO776;[+.[Q6KI/N-U-,O[5N_JAT$J MR6O*!5:5>T$%'TNSE:I6"QZ5=5@T[[&C:NL&L^K1GTI"*DT2IC_1GTK,!LV? M7LD;IH7AXWLYA)CTL.BQ U)^4AP@LP-2=C9H#D9_PF!#?R*I6HB,YH3+AN9$ M-C2G2I)*0YOI3_D'.W?7SC%_-=4Y^>%ENJ-CN=7#&?C.V6)C1_+SJ\6VCBO/ M\HM+?5;G/T^M^)\L_.I$\2+%ZQN[C+T5K\/ MO ?.N[*SMQJCM_16NT6;+T,3I\V3#6V^HJ32F&[:/%>(2\R&_D0V]*=JDDJ" MP>E/]*<2LZ$_D0W]J9*DTBAR^A/]J<1LZ$]D0W^J)*DTH9#^1'\J,1OZ$]G0 MGRI)*HE;ISW1GDK,AO9$-K2G2I+B\&D_NR#[C4)V0>:V=['#YPM+T3!SS)3? MWR$2:R&OK&TP-QKL5T%H16>)\^I9'&-%S.XRBV?$5FA^<\ MAIX519>3I).4/..A^EMCV;L2T= 8!OZ="&/WQA-7H9B(,!3.TV@ZF$' _B.'1O MYK$EG?$ZN$K&S46;[E93$V9'[QM=>C)8>P4U@ZU3_^M364I!ZN6 ?X(JOK"Q M?U4"3)S)V,=,1G/C:-_]3%T,WNQ%[9)WD7'NH\FY#[0F"UIM./C#[W MD0NA*BMK]XF/UH8E*Y.[#3QYDZ/4%4>^[,-VCA8*P?U#]HX! ;:>"DPK9_M0#O/:8C=SG.(O7N$\SM. M9>AW]$:_2;,%:X.@Y8-F"X&!9HL^9EX_98$^F\^PN5/XL/G]WKSUK@%#[W<, M&C-8HP5U!!HS! 8:,[HQKY^@0&/.QYB[T,8\<-XZ.N$=)FVVNWJ[P55GM$8, MZA T:@@,-.I28%H_"(%NO8<8&OI-I15$OX' 0+]!'QBNGVE JZ'5 &. K'&T M&@@,M!ITJUD_GH!6D\\<9 ][#M*VY].Y)U_I7,:W(E2O"L6M\"/W3LC/%4Q% M+H\:Z]TNYR+1&C.H4]"P(3#0L/$-VV#ZQQO4/NSNV'UHQW[^S=]Z@"5IJ<=; MNG57[YD=NC582_X(!X!&!1HUOU%WZ=,X^W6PTH'WZFX@MUQ?.F17Z\MVC M7!W:T%N=MMYO,+T+K1W3I8LF0)@\VO9%8O7>;SL=C34.Z;+]' MAP5K@FL.NSBAXZ>DJ]=IG_]?:%))=L-);7O!??>J&8V$(U_=4+ M,&?/%1><2QH+H5FV+?O'EJ\"<^5/8OGWXT!I-RFN:N%)F[B^Y=NNY8$SZ[LXO@F%]>>Q-9'7]\GR_K+NHR/MI^WN MPVYM?'$M-[(,[WP?,B^>R@+E+Z^CL$\Q^,?9Q6]C;70Q/-$&%Z?:^+NNWAW_/AY<7X\NOH='!])B_U6O[GU[.+Z[%V>:[)'_U^ M]NUZ].7KF7;U[>S\[-NWY#67P_^;WACUK_^^_'IZ]FV<;+'J_JR=_<]OH^M_ M:1].S\Y'P]'U1ZU"M^K#4'[?]>?"^5BAJSH/0BV^%=J_A!5&VIG\0,[&T4J+ M Y9TS?(=^2^C?X#K?Z8[<0C&:69[I+F^O"O!/))7'&W@+GVOH:P7L.B^);VY MQ4#LEZ.&[.H+SU.]6]F'>/AZT1].OEZ[[$_6/ Y^7@SC9#/SK%DD/BW_\;.V MZ#4W&HM9D8WCW=X\46Q_1T@^=[Q;!O&]W9O'0)[E.+>]W?PW)LKRN_?;U,+D M[G>W&5KE2D%^$M4#^N6H 9INBYM @X,Q5$\ ]H$ @4JH7@&:=8K;0(.#,51 M/ /:! (%*J%X!FG(*&T"#@S%43P#V@0"!2H!@$$2$$J;P -#<13.@#:!0(%* M*)Y!&NY)FX #0W$4SX V@4"!2BB>09J!09N T-Q%,^ -H% @4HHGD$2:$B7 M@.-";13/@"Z!0(%**)X!!Q.@8&HNCD5H7"US/U"90&"@=:,]EEVS!)!AX-^) M,'9O/$'3@)-&\0P8 5)*4(P *8/7U"P"A%X# @*ZA-5&#J 4J(3B&3#^ Q0, MQ5$\ ]H$ @4JH7@&C/\ !4-Q%,^ -H% @4HHG@'C/T#!4!S%,Z!-(%"@$HIG MP/@/4# 41_$,:!,(%*@$ :,_P %0W$4SH V@4"!2BB> >,_0,%0',4SH$T@ M4* 2BF? )_9 P5 1.,IY(9OG1?"D@=/CR$B9?"A-$2$/D0?0KG]>)6, M)E.>>M8[Z?98SYX$)TVG@:]AU+%M-<5ZQWI'-/3^P]_P]'GGW.H4Y4%Y5.F& MTRK*VC7NGO39-5ZG=AT**YJ']^P<@P)BQ2,::J9\8/C\%@(%R@,4##==4@L$ MPVV7.!0H#U P''W HJ%F0,$DSWMQ!K\K"2UJ1(E*/[&2<]D\=\QAL(*:U3Q M?[>\N6#!A^."5_#9Z2]/W6^>]-CIS]3IU]C?YQQ6C,W3AES MQ@F*#)T*XY9C.57SI,T5A$PS234JZL%$ YE)8EG'+>N<<:J@/Y@G'?H#=[YB MWW"\&L@25YX2UTHR]5C!5BN8;<^G<\^*A5.C;NYE?%NK;OTPF,Y"<2O\R+T3 M-;KND6\'4Z%]^!I$T4?:= UMNC:%O!3V:_"DM"<33($O;[L?AX'GR7M6J](L M+T=$Q0^>.-'$ZHUYR]&J]QN1@+4KWO4<.YV*B6N[K-MX9'#J-B?'REC?V3M_ M>KA1@+#!I[D3>.F&][:YX0MRBQOYOA&I MB#4OB#)O -C;C7]N1%"A^_Z^U,^]W75CBR7A0Q0H8GKC\?"MLD%VB=5-(GWR M\'(<=#W3, '9'<;B<3! *NB-":<*J@$2 _UF'=/?X B9VR4DTFIH-<5C@*QQ M[X].K*!@2D#JY3A%@BJ^L+';4 ),'*:R[U 6#) *XC 5 @/]!GV8F@NA:BN+ M/@.! ;+ T6<@,-!G2H')W"ZEDWY#ORD> Z2"Z#<0&.@WZ.,:<[M@4%H-K:9X M#) UCE8#@8%6@VXUS;5L4UH-K088 V2-H]5 8*#5E *3N5U"*?V&?E,\!D@% MT6\@,-!OT(73\W;)FGZ["8.+&*E3Z2%/IK?*O)^\P5*\W M&OU>OVO^L7CQ.+9B,96WX>P_^5TG<\M/Y<33XX4;+%UT$_DH*[#(:]5>A M3A_ZPVR8AGQ7(_F'83:-(\T1MBLO)_KEZ+@I&UK2[(Z/-'7Q5OS+D?M#WJOY MU GBQ0OE:VQ+D6T>?6[IW7[O[S^MWX7/<&VY9M;[4CHY79>N2]<%=]TN33=W MTVWNW72_B=AR?>&<6:$OP4;[L5NSJ??-#OT6K$72;XLF0+\M!29$O^4H=P^& MV\IDN'F[94_OFBVZ)5AS6G/+S)G,^SO:NN*9S,EQ=5*#*X>XO2NC>6\@F-%< MQ%VO63%"I9!D6]6ZU_'.95P*I-("X0 7 @/%@$ A35&F6] MBL< *1"&))>3 M%$.284&QL$%0X#B1S@^" 5(@'"="8* 8RD*AVN*@54!@@%0'K0(" \6 0"$- M(:9;T"V*QP I$+H%! :* 8%"FB-,MZ!;%(\!4B!T"P@,% ,"A30*F&Y!MR@> M Z1 Z!80&"@&! IID"_=@FY1/ 9(@= M(#!0#! 4DBQ>N@7=HG@,D *A6T!@ MH!@0**1QNK5VBPSA#NVGX0[)(^7#U2?*1[X=3(6*>[@0\>7DVOJ14\[2P+;G MT[DG7^F\]%?W$[UDZ&:OD5N6!.M*PM#0^0IQP,V8KU,Q0J7 (!Z> MNPF" 5(@'+Q"8* 8$"@PL)5N@8(!4B ,;"TG*0:VPH)B88.@P'$BG1\$ Z1 M.$Z$P$ QE(5"M<5!JX# *D.6@4$!HH!@0(#6^D6*!@@!4*W@,! ,2!08& K MW0(% Z1 Z!80&"@&! H,;/V\^U;[[M.M]@/GW_,H5@$7T74PD+=:O9'E75FN M,_*'ULR-+2_9ZYML]1VN[/3])OXS=R-Y]\"1O/?[)M4S6VV^??U=M&*[>-_BP_E2X_]&((#!0# @7&X7+DAH(!4B!T M"P@,% ,$!<;ATBU ,$ *A&X!@8%B0*# .%RZ!0H&2('0+2 P4 P(%)C E&%5 MJ%?25:&+P%?O$P:>)QO#2+YC**(XWT4AO6/F%_[$XE/IXD,GAL! ,2!08' N MAVT@&"#U0;. P$ Q(%#@L"W#L*T/-&S+:;35UXTFM^"A-G%^1WIX$_C@/[SVT>61A=G*]NE3%;'9Y) M#=;N0"L"[1$" \6 0($AP[OO-#6,K=PQST?[=C1'M<-TQ1OIC&!-#K08T!DA M,% ,"!08J/SYP^[6:![<&E]XL&-KFTR:V3']$KDA?H0#0*N$P% S'8!28-XQ M5^10,$ *A&X!@8%B@*# O&.Z!0@&2('0+2 P4 P(%)AW3+= P0 I$+H%! :* M 8$"@[/H%B@8( 5"MX# 0#$@4& F+\T"! .D/F@6$!@H!@0*'%K0+5 PY)8_ MN[\$ZXKGSZ;[&+4H\!S-BK7X5FCRP_\IXJSILP<-UJ\0"- $]]J7) P*3!7B MJ2L@&" %PA$>! :* 8$"TV?I%B@8( 7"]-ERDF+Z+"PH%C8("APGTOE!,$ * MA.-$" P40UDH5%LF)MJY5?!A\K0Z4K VT2 @/%@$"!F;49;+)=I$T.G'>EUVXU M[C3Z7=ULY'<^"HM(I8L('14" \6 0('1MESN0\$ *1"Z!00&B@&" J-MZ18@ M&" %0K> P$ Q(%!@M"W= @4#I$#H%A 8* 8$"LR?HEN@8( 4"-T" @/%@$"! MT;8T"Q ,D/J@64!@H!@0*'!HD6';6"?O;6/Y;?;JM'K<[ 76P'(,[=U?Q'7% M0WN'@7\GPDCI.YAHD92G_'/#8T-I4OX@=F\\HINSL]3_U8)2\GP\?".!:V?&GL[K3U?>A9470Y M2?Y>LNW=^B[\<5)XA\;*FU\MB^[6#XPU9/M+6N.Q[//D][08"T@^S?0C' ". M^"$PU$P'H!08=?RJD;XPY._M,N0OAXTFSUTO?'2["0:SH_>-+@T7K#FC&B[3 MHO'=@&G1)0%5LYJ&2H&S$#P)$ 0#I$ XU(; 0#&4A4*UQ4&K@, J0Y:!00& MB@&! M.BLZ1%]PM;W3QS30+3/@;/_K&FSHW?[W(Z+ MUH)!:PN-%@(#Q8! @5'37"M$P0 I$+H%! :* 8("HZ;I%B 8( 5"MX# 0#$@ M4--T"!0.D0.@6$!@H!@0*S(.C6Z!@@!0(W0(" \6 0(%1TS0+$ R0^J!9 M0&"@&! H<&B183>9>:C=9+GM 6-"%%Z[RS&!>G])]!5/H%::M7Q;)/G3\YO( M=5PKO-?2IQJU.)"O])4ZP\#SY W27"E4^9,X:PKU0<_/J! GT(,::E^Q,"@P M_XF'*X%@@!0(1[P0&"@&! J,6J9;H&" % AS@LM)BCG!L*!8V" H<)Q(YP?! M "D0CA,A,% ,9:%0;7'0*B P0*J#5@&!@6) H,"<8+H%"@9(@= M(#!0# @4 MF']+MT#! "D0N@4$!HH!@0+C7C-LT&\^W:!_L;:-=[38Q3OR[5!8D3@/@^GX M8?=O&MFZW!EY[_ +FN]C1UL]7D:@]8XP4M*_18" P4 P(%!N1R0 :" 5(?- L(#!0# @4. MR#(,R-H'&9#E,XXR&KI\3PZDP!I=CNFX^PO/KG@Z[EAJY/ED7-?7+%_^OQN[ MEJ?-YC>>:\M73H0*O\X:CGO0Q/\*80*-EJ]]P<*@P- C'@<#@@%2(!SM0F"@ M&! H,!R7;H&" 5(@#,UQ_=R\KC[?IQL\!WYHW1O[U6RM?=RL;.W1&&X MAM[MY!>&RSI2Z3I"4X7 0#$@4& 8+H=@*!@@!4*W@,! ,4!08!@NW0($ Z1 MZ!80&"@&! H,PZ5;H&" % C= @(#Q8! @=E+&99WNH4O[QP@_-8T=+.97V@3 MZTBEZPA-%0(#Q8! @>FW'(&!8(#4!\T" @/%@$"!([ ,([#>7D9@.0V<3+W? MY[XXM$:68]KM_I*P*YYVNTR<5HFW?UFA_)TXRAIE>]!L_@HQ V!KWTUPJ# MB"(>W *" 5(@'+I"8* 8$"@PRI9N@8(!4B",LBTG*4;9PH)B88.@P'$BG1\$ M Z1 .$Z$P$ QE(5"M<5!JX# *D.6@4$!HH!@0*C;.D6*!@@!4*W@,! ,2!0 M8)0MW0(% Z1 Z!80&"@&! J,LLVPT[Z_W&F_>/+XTS@.[#\'OO//Q?Y=M:=7 M.*=SM;?^2H1NX/QN>7-Q%8J)"$/A/'T]1L#MXW;];G[/.+-^5+I^T$PA,% , M"!08896Y;.4:R[B^>N>*1K%?6O=IJJ1)9AV>7VLRZ5X?*:*ZO14F* M(!VA*>>TK$P8%QN[P9!$0#) "X>@5 @/%@$"!\:QT"Q0,D )A M/&LY23&>%184"QL$!8X3Z?P@&" %PG$B! :*H2P4JBT.6@4$!DAUT"H@,% , M"!08S_K:AI@?-Z'GILOF:SMBC+73BA3X=GE5;K,#%ZP.E:X.M$H( M#!0# @4&ZW)!#@4#I$#H%A 8* 8("@S6I5N 8( 4"-T" @/%@$"!P;IT"Q0, MD *A6T!@H!@0*##]BFZ!@@%2('0+" P4 P(%!NO2+$ P0.J#9@&!@6) H,"A M18;]8*V\]H/MM(N+&Y[16DZ.L;G[2\ZN>&RNRK"V?%NHW-STB3]-_HX6B?#. MM;.GYAXTUK]".$#SXVM?F# H, V)9[Z 8( 4"(>F$!@H!@0*3,VE6Z!@@!0( M4W/+28JIN;"@6-@@*'"<2.<'P0 I$(X3(3!0#&6A4&UQT"H@,$"J@U8!@8%B M0*# U-PLJ;GM9\^1WCP\.MWSDG[_/ C'BR7XXK)T/[>Z/&H:K/V!5@;:) 0& MB@&! A-T,VP*[6SIDLF>4!"3W%>B+NM#I>L#S1(" \6 0(&)NAG,LHM@E@,G MIX1=TVC3.L':)&BUH'5"8* 8$"@P89>+=R@8( 5"MX# 0#% 4&#"+MT"! .D M0.@6$!@H!@0*3-BE6Z!@@!0(W0(" \6 0($Q6'0+% R0 J%;0&"@&! H,&&7 M9@&" 5(?- L(#!0# @4.+3+L#^OM:W_83KNZ.MS5!=:2/59O/0OK6B[$&\!ST&H$*40//F M:U^O,"@P8(EGQ(!@@!0(1[ 0&"@&! H,XJ5;H&" % B#>,M)BD&\L*!8V" H M<)Q(YP?! "D0CA,A,% ,9:%0;7'0*B P0*J#5@&!@6) H, @WBQ!O/VU%-?GB9KLLO%^R=@>^<+9;GDY]?+1;GKSS++RZE5YW7.[7B7X[<'_+.SJ=. M$"]>L+8;1^^V6CP!&ZP1@Y87>BT$!HH!@0+3?'??@-IJ;&.UR>[3DCCMD[VM M^07CLWI4NGK02B$P4 P(%)CUF\%*#7@K'3CO"@+>:OS:UXU&?BG!K#.5KC,T M70@,% ,"!:8$[$!@H!@0*#!2F6Z!@ M@!0( X7+28J!PK"@6-@@*'"<2.<'P0 I$(X3(3!0#&6A4&UQT"H@,$"J@U8! M@8%B0*# 0.$,@<*MYI;';*>9PLO-,E^$+R9N#)L:_-G0V[T&S^X&:Y^@E8,V M"H&!8D"@P*S@#-M06UNZ:+(3%<9$UP.!C0[]$JPA@I8(^B4$!HH!@0(#@3/X M91O#+P?._E-_F[I!9X5KLJ#%A,X*@8%B0*# U-_/'S+,Z'9 9G2O0V%%\_!^ MMSG=*&ETQT>?VVW.WZ(UQX]P &B8$!AJI@-4"@P^?LTP7QB+=C'&HCO;93)[ MNW#+[8:BAMYIYW> *HL)3;4:!%#+>;UT $J!^=#/%FNDB)#IK'G0^B-9SP&I+"/1T!>-U-,O[5N\BAT$J"0C+!5:5^T(%GZRT ME:I6"QZ5=5@T[[&C:NL&L^K1GTI"*HVNIC_1GTK,!LV?7@FXIH7AXWLY]9KT ML.BQ U)^4AP@LP-2=C9H#D9_PF!#?R*I6HB,YH3+AN9$-C2G2I)*4\+I3WL( MGND_W6NU]DA[&C>3[M]P"@P-WTO #/T8\0%Y6G$-"SRMN"RDTJ1Q6G'ND3;M MQJM.O/#@81#%OXKX-G &4\D[+C"#?)EB\[@M.K_$5%HSK9G6#%'P:?FE6 MN5M5\)%N+_4_7BR9E-YAT;S'T*JM&\RR2(?;&>7?X"BNA];3W&ANU5,=GKEM MGVI/_P/$MW6J/>FQ]T*4')^7 F^&AX);&Z?H)J^YG,=1;/D*UPZ/'@T]*XHN M)\F22?+8D?5=^&,1NB(:&,/ OQ-A[$IF5Z&8B# 4SNIS2+L\Q_3L&[R80?6P MG-(T88[C97R]#PZ2]DPWMO8;S NOG2=#9#S=%=@(-N+^I.6=V6YSL@?6C,WMKP\N@6&WC8;NFEP M]T I6C:[!F3#KD%=4:Z?'\+^ 1^'H/3H<'5A0X>K].!W_5 .FAO-K7JJH[F1 M#UP,[M][)E=VYY/YYY\I7,9WXI0O2H4M\*/W#LA/UX)*T>K9K> M;-@MJ&6WH,M>P?O!?MB]6V! =PN^B=AR?>&<6:$OWSUZZW'OI!D?;S]?T.OK MO6:3G8,R-.Z/[!<@8F&_H#(H$?L%G"XH9KK /'B_X%VC_%97[SJS4X MES060K-L6W;0+?]>-G3YDUC^_3A06D[JL5K9TR:N;_FV:WGRHA==^^CDZ8W8 M(\F7[GT]_N2K+JW%]=V&RPN<6=_%\4THK#^/K8F\OD^6]Y=U M'QUI/\'>^MT^Q.+VW4B+W?G69[W/@W^<7?PVUD87PQ-M<'&JC7_[,AZ=C@;? M1F?CZEQFTJ\97EZ,+[^.3@?79Z=_C*_E?WX]N[@>_S$ M?8WV^!KM\EQ3+].2EU7GOGP^#T(MOA7:OX051MJ9_$#.YA%KR?\W=,WR'?DO MHU^AZ_^0G@(9::XO[T,PC^0U1KHF?MA"]L]F\B8D24F:E;[L8RYU/OGLG<+Z M7/+S+[I726]KT4']Y:@AN^;"\U075'K\P]>+SFWR]=I5?[+F M-8O$I^4_?M867>"&O.RC9T]13._:WD^[;'=/^CF<9+QMTWZ[&[XR"E3# )S) MF@,!,4Z:>1PMG3.0U?+SXJA].UZYPI&?1=X*24<.R \&ZN59->.DLWDDZ;-S M,C4"]YZ#2',[TO<0,P@H-[Q"92RWJ49H-JQB^.!4+Y]5K&BE%%+%6)U8G<#! M+6<>"JU.V[I]O:O88C5G]P'_WI:1TSF PZW;'WQ'X8_C/G@<'J?Y1>Z6:;0C3 $M9Q.7>L;9(=% MF14C,ZH(@0-]!P0$?:J??Z!ET/KD71]8IG0-?#X$#7P^22P?4VICQ;?=EF"J>>#\>Q[%2=B)2D0)A52E[7I"\Q=S MT.J[ZM^VVJ([CX2C'C;G_EQ,FEQ((P?V8TH*AR+!X$#7 %!06!PH&L PZ%( M,#C0-4! 4! 8'.@:P' HD@KN;#6[)\TV.(A3,0N%[5K) H**Y+2F*GW]_R7? MP)N1IZN#@&#!PN! 5\]R'$5WX_3*U3HX\)W!2A5\SR;8K19$.WJWU^-R*%RS M0M4\31 $! 6!P8$FF,D$-\YJS&R"KV^*WJQ.C_I^,92^U[5"8+" MC]XU4\WU9Q!?Y-):U3FP?Y*I?]+<.#A9E< OJ@(.5PK@WB>IC;[>[G9SZYM0 M[U77.PT0! 0%@<&!!IC) %MY&& .$]1&0V\9-$"\)H6J=QH@" @* H,##3"3 M ;9S,, \)J?[>J^?W^0TY0XX.CI :HQ;=N6D#E0!/,9H*]'$TPC[GK9D-O\7@9P+95]]7%3O<# 4%!8'"@^V5QOU[CW>Z7P[QTIZ$W3+H?7GM"%3O=#P0$ M!8'!@>Z7R?V,][I?'A/2+5.7OT_W@VM/W$T- N(T\--4ZF"B65$DX@AOM89= M$A 0K%(8'-@E2>#T3,,$I$.58'"@;8" H" P.- V,HUDS;61[++#?#D9)-WE M]\S@KDS3F@RDQ&LKJ$*FLX& H" P.-#9."!" L$<8P@0'_YAN?Y'S0NB2)-= MO4CVMK0@U!PWF@7RB_?/>7(9%L1:N#)3=0ZT^$S/"/4VDHU53?PJ*^*E?YK4 M07=U-&OL?3MN4V]R11:P:65^3I8>6/G:6S.MT_[S.Y"6ZJ^Z^FF'(" H" P.M,-,=KB1=/P..WQCD^YN=MBF&^*U+^[4 M!0$QO+7\[T)S?6UBN:&ZZW.A9K"5.N5=D9]8"VXDB61W G?Q%@\,=;&4%0R# M [LOF;HOG:?=ER_SR/5%% V#Z8V;;LX:/M1$^:_(=428'C0^W__,N&'HK5Y^4^,L(%4O('14$! 4! 8'.FHF M1^U".FH>APGJIDE#Q6NBJ/6#A@H"@H+ X$!#S62H/41#S2-/HZWW&CSD *^) M-\.3F5W>;#;<CVVFR6_E]TZ)4U\\ ]3R6SW M_WV11JQ9OJ-YBUW=KH@^X:TET.1!0+!\87"@R0/#H4@P.- U0$!0$!@V?=> )OMIU>#@*" M90J# [T\V]9*X^G6RI%OA\**Q*E(_SOREP7QVT,]?,_NRI43S/HM;J"$:T/< M0%D\ ]0B6SI<5P[RFH;=TP^URAA6MQ]U(W)H+V'YH=,4S0"VP==,"*@<:7:;IZ&ZN/I?KC+1AZ-V^ M23N$:V6U"*4MPZST0XC$S+I_3X($5\U![)$K9U7GP&Y*IFY*;_MGAZ[26KCW M66FCH??,_+(E*/VJ2Y]>" *"@L#@0"_,Y(7]G+WP];GIK;S0U+N=_":NJ?RJ M*Y]6" *"@L#@0"O,LDS;:FR./BD:"NW=:M/*%R8"\D6R]DBWCCH?QCZ@W_Z<:WPWDD[Y,( MORX.C;Q_5]+Q3FOJIJ'WFEQ3QVMUW&)6/ /4LEPW+:!RH#UFL\JO#\P+P6AWML7@&J&6Y;EI Y4![S+"=34'C-#BA%>W527+L)0D>$RYL3[ TOY,-F#5+NFHB]&OTUK>N;K700Q6 M:=\H%U[5%MON_:SJM.!R\.*#KRW M ?$6X6F9##C?Y'.]!73@%9VX++OP#[RZ8#1/NN!PI&PUVXINM5D8W+F.<+2; M>^W#/)+_[-9\>JG"O[C[3477W6I=GS*@O,]9[7?H%66ZX[ M=\V,C2P_6;R'LG9?+4KWE_O?9-V6_;-ET1X\U.Q#A+T;+9P3TMDE ZXN-')D M.C3R6L"DD1>WRF%LY.'EY>2Y9OTT^WJCC_-0 ST=\TE VGDY'8!V7B&8M/," M[7PCOR\G.\]WS:2G=WHXC_#3S;=W\PH&]*/??R5?;>(%?T7:) RFFNO?B>C) M0L@GO(5Q/E8* F(++ZY704,%M67'J>:=(E1Z?%(3@P-]!P0$?:\9G(HSO M=6WFR=1J41FO5%T<^,[9LBKN?2-V6^^T\Z3RT;ZU(_HU]39=R;17$6KCH4W4. MM/ALC\=LG'AY9=VKDA==!P-;UK]0%#==VFSJ/:,%$R7&(O#L S 8"&B(("#J MI@54#C3$;(:X<;)E7H:8RT&6K4Y^ZX>L ?3#ZC! K<-UTP(J!_IA-C_<.,0R M)S_,X\S*EMYIYW=F)6L 5D "-P7G-;EMW5FNIXZ6/9:_=YSL$(Z$/0\+C8QF MWP5^W;1N=0N5 _LNV?HN&P=(;O1=!LO*>!Z$:G?P^*$LGHJ;_<]P&RV]W\?) M?6(E>/>(GJY8^6I<-RV@0#? MLT&S,TM>NGRI=C./7%]$D6:IN8/(54-U7?-%8=N#&>Y?SJ5(GF9<'E8\S?@P M/0J>\UMA>=&HD.G0J*K BD:UOW7$WIOKB%\68P,1_2,,HO<=!/>P.MCOYG=H M*_T5<[V0UEK/(CM:5NUM#X5_?1/Q;J?(MIJZT6[ ["9F M=PQSBS'=O)P&0#>O$$RZ>7%N;C;VY>9OS.SOYN9ZJV70S,O1"&GFH&!0ZS_- MO$(P:>8%FKFQ)S-_(Z!D5S//,ZF$9EZ"^!+<;&[T^Y]LNY]XP5^+(PTGKF_Y M]OI2R">\96(^:0<"@N<=EP04SSLN,ST^JH?!@;X# H*^4Q)0])TRTZ/O8'"@ M[X" H.^4!!1]I\STZ#N,[SU,/8,0$"P M9&%P8.:8O-+=EW;-C>>N%V7P7%;!413-+=\6ETEP\^7D+"F&^X]L[G?U3JL' MLY9+\:.+GVX( H*"P.! -\SDALV\W3"'$PF-;D>7GY5N"->^4,5/-P0!04%@ M<* ;9G+#S8/KW^>&>9Q'V&SH\CUIAG#-"RAEFU/9STYE1_.;R'5<*[S7HELK ME)_"]35+Q:"XL6MYVFQ^X[FV?.5$A/+VX:T.L5\# H*U#8,#^S69^C7M9;_& M^B[\M4Y-VI49/Q3*<5(GU8--28F\2BKDY:) [GT>W#3U?I^'+^,U.=1Z0(,$ M 4%!8'"@018?&4J5H*N$M@$"@H+ X$#;H&T@@> F800.5VNSJF(Z\X)[(>35 M!O:?VFP>VK=6)#^ Y3M:,$NF(L0/$=IN5%RJ-#T??FV2U0R# ST_TUQJY\6Y MU+-%@1RK^GBU+(\#W[E,BN/9LC;N?1JUKQM-DRO&<(T-M1+0&D% 4! 8'&B- MF:RQNV=KS&%O<4MO=?JT1KC&AEH):(T@("@(# ZTQDS6V-NO->:QT=C0.ZTF MK1&NL7&?,0:'I3;5SN(X%%8T?]Q7' =:9,5N-+G78NN']I<;W]X&GKI7F6?" MN?H-XJ5E$=T\W$U\$X+8W7UH]_KA3&_:=J MZ)UVBYN)X5I:YG.-:(F5+\5UTP(J!UHB-X0A@A3V8?>^P[:CF[D&-%#Z5==^O1" M$! 4! 8'>B&'4$@@N+L4@<.5=3^5'TM-BJH.G+P/ZJMER((V"UU;J)]$KB-" M2_6Y\-87:/4@(%C$,#C0ZC-M+%4CTR?CWK0ZG@?A\*$X#E>+X5?7NG$]-[X_ M=WTY*):O&,@_=N?&[@'R%@R]WNF!50.=#UN;T4" ;.]=74:5KL)0D>$RYLPJY\*JVV#*,H5M/Q]#IOECQ5=77J]#U;7=F>8L"_*X=LH^C MYEZ[#;,)=JMRL%J\ZU42"ML92U\M9ZVFKY:'%7UU?[[:SM%7:+B@8U$).TRT/*YKN_DRWDY_IOG%0VJ.S-DWZ:DE:U$>(C=>.\UZ>$"[J&4R]HO*N<3\2$O=U6=-EAVGLL!< M[SCM%VBUY;I[QZK[M&,E2_905NRK1<'^O<'FADR/3H9/7 B:= MO#@G[^_)R=]8^=C*R9N&WC2;-/)RM#V@9Q]>+#7O3J5!AW VF0@[><1!_+!O M+?^[T$(K%EKZ[TB3-4&MD> M://!1A 06QAQW>L:!J@M>TTU[Q'MOO^CM7$, M5EI4+R=GBY+Z35;42U_UDM3_SOXS=V5S4'M!OHDH#ET[%H[ZPR# 7SN5L$3?^OBRSQ%:^.,#G13?GTE8V62H]NG%\,U4-3R0D,& 4%# M+@DH&O)^#'DC#Q;B&ALX* H" P.-!9,SGK1J@@DK/F M\*!"JZ%W^ET:*UQ31:TC-%80$!0$!@<::R9CW4@5!#+6/)X;Z.G=-LZ3_"PC M@$\('#@^"9W,<.N)?%V[$?*R?'D_U5,<3\3)K$Q(JZ)L^DR?*P8M+DWOIA M&T&3,)LEWA._T##U=H-',Y2DU19;=FC@R'1HX%5@10/?FX%O!!K"&/@[9D\Z MAMYK].C?Y6BT]&_2H7]7F17]>V_^O1%CB./?O.1 M$DXPO_&$9IYP3>39-1$AO_GNU9 ]9EENR:_:_H"ZBV'WZ,,UG/7LK?T-CV.V M&,ML+*NMU-U[<2=%OZ9U&?D^C[BL \T5WJ5=)@DVRIOL73H?N M3_>G^^_)_=L;B8TX[H^SD8+N7V%_H?LCTZ'[T_WI_OMR_XUH2!CWQ]F%0?,O MRRH.S[[("F$\G\T\,96?S/+2=9N)%_REN7XJ."F?3WBK^WRF%P3$NGNSEP4+ M:K.KQ6Y4>>CQF5<,#O0=$!#TG9* HN^4F1Y]!X,#?0<$!'VG)*#H.V6F1]^I M8$Z_T3SI@G-0JQK:S'(=M=R@N7XLU*9UO(4S]@= 0-2M4,$N(M?S)'R;IRRJ->:8F&C77URS;EO<[CK29=6^I7?'R%8I]+VC[3_U7P1Q/\2R87';WNV<.6L[![W+:$]SB MLY]X;:P6>X)+,%<]#/P[$49*YL%$BT3HRC\W/#:4+N4/8E?-V<]",1%*N_(N M!/:?6AS('T^G\G>2KW7M;UN5C#]^W(2>&]U:LAJLE(]F9^-IN:OE'QRK][^R MPLMP'%NQ<'ZWO+FX$N%8OZQ=P8" M@A4:@P.[:)FZ:)MG:3]4_LM)4F8'4[52FWY;EEKCE?*Z>(^D)JN5WJ%G1='R M;7ZXT1_6=^&/$S,9&L-')UFOZ[^*Z8T(1VBL(" H M" P.--8$3L\T3$ Z5 D&!]H&" @* H,#;2/3>*P//![+9>+=U/N=_&;>64<. M/_,NKXY;Y_<#811%<\NWA9ITSW4J?2.$9YB\>]9Y],6[7-_/Q.5D$,IK^YX4 MF(>B<&]$%\"?QZM3.ADF7S7DRSLF76?/#R@[HPL4Y;K:V+Q1[0;]5>X M@1Z@ 7,/!3FP5YAWK[#3>%J^D\*MW&*K#N#N=?K]$^]-W3"9-(K7^% K ZT2 M! 0%@<&!5OG^>7>JI.HJH6V @* @,#C0-F@;2""XGQN!P]XFEC>?[]_OQ/)5 M.@U\'H1C$=ZYMGC_[++KJ\_CB_3R_W+CVX?)9C7Q'"W^#MX2%?L^("!8U3$X ML.^3:7;9V-?L\JO%^M4IYI4-W$9^L\BL %6O +1$$! 4! 8'6F(F2]PXG/@0 MEKAMCDN_T:,EPC4RU I 2P0!04%@<* E9K+$C32& UCB&SO.'RVQMSG%A]?P M6 8R%ZIR?_-/,/]3OY_F4>N+Z)H8/]G[D:N^L3[F/V_6?P9S7K\.WA+B>S7 M@8!@6Z>1_$YX:1V29 M*6_P$22XQH9:"6B-(" H" P.M$:.J)! Y)-0PHWD[X PE-^6%Z\V1\\6YWQJ ML]"UA>KQ1:XC0BOI0.YY6I7+Y2#FP]6RJG-@)X#YGT@@,%5"VP !04%@<*!M M9)I6?7B>4DV%?GIF+O1T$A]7ZG.]\!W'COFP]6.>#XG1QJM%O=7P;4N M5.G3"T% 4! 8'.B%'$(A@>"V7 0.J]MRH_F-[+.Y5GBOI?MLU6&*\I=5YRT, M/$_>),V5_3CYDQAO)8*&#P*"I0R# PT_T^!WXWF"B[4*.%H4P)%OAT(.?<_# M8#I^*)QG3KD\/;G;ZK-[OYS1RS)%2])- C04!0$!@O+_ZK98>M[*)('J1A47#P@U(5(%BP,#K3U3$/?WMKFJ(+XL@H-E#=S_ M[*_>:>8W^4O!5UWP=$ 0$!0$!@03BAWVKTJ:24]U\^6&"6?*0 ME/]=\Y(W\%SKQO7? KD"F.=3^T^U#"8'+R6^1&*B: M>;FHF"/_;%$OSX/P.@=O* M)9MZP^C2).&:'?<48W#(.(>>;D 6^;L MN8:Z=OW_M7J]![[:L1":9=O!=&;Y]VJOLA_$:3RP.G M\%Q''8V[#(*P/'G- M\AM)$,2)ND<[-8/GKOJUZTSNB*%^,-<_@K$]B^T^5=XP>NW%]=V& MRPN<6=_%\4THK#^/K8F\OD^6]Y=U'QUI/\'>^MT^Q.+VW02>L_.MSWJ?!_\X MN_AMK(TNAB?:X.)4&__V93PZ'0V^C<[&U;G,9#AU<7E]-O[C^O*/X>7%^/+K MZ'1P?7;ZQ_GH8G Q' V^_C&^EM_X]>SBZ'/R2NWZ4EM]I?;P2FWYRNN-6Y3I MAJ37:!97W-/QVL5\*D+77AUZ;AP]OCPFYU1$=NC.U/!NX#M?K,B-+B=7H8CD M=26GX5S+#_+%"^P_=YMYE6]KS513"^>+S$37GPMG$#]^I#\MVYZ]G&OJ;ZT)E:GZS3%Q+%V=&:0MOKY@_%16[F_*K1^>=M?:&[J M"CIO%O3FB1QLO=2Y>/S8AYH'D9TH?WD=7U[JQ,D"]5WX\T@;^?:)]L'U;6^N M.F>:&T>/4?ZNB'396#Q/'8)Z)[Q[+5RH>3117S5931F'R0M>?I"?*1B?:Y3Q\/%)67IXC(ND!Z5/*3A\]Y MHOU3:#?R6H5\17QKQ<^_+'DK2WX6,=-DNQ&AO--^TC3D#1*6?:O-Y&_(=I^, M)KH_1\NK^\N5=V7YL6_4;\6J,R=^R+L?+?2F6L;BU[59,)M[Z1^_$;Z8N,ES M;),PF&KV7+8Q^9+TFA\^_TA>IQQ"I)\W4!]2_K$P>F2H:W\)[=:Z2Q?^I[(K M+;N5JX)C=Q>17?@\#1I-3G$\N.YZ'Z"[-D M"L\6Z]_>)"0O7E[>QB6L?6[AJS&#-D]ZU+,P<.;R?=-+L!4YU;N.-'7+9.51 M'S1*W]L*):C;()3]#?6-I G(/^+,HUB=X:&H6Z%SHGV5GR:TOBHL$E)2TI+4H)E)F]PEC M^3TO^"MIAE)_ZD.EHI=M1[:OJ2)YZTJ=_R62-N2\[_+VD@[IWKS"W5 M)-."MEI'/FT#45LG)]]P^-HT1M:I9 ?OJ' MKQ?S"LG7R\F+Y#?4??.L620^+?_QL[:<#VHLYD=?/7D]?7'21C8G*%Z<.4H^ M_JN]HLZV [O%G;/F<;!]._)$+#5]O+A-G[9JQ,^/Q9Z9)8*]/:_(]O\\N>3_ M\ZY[^42FV]< 1]A!ZAKI']P4>'(A15W4,\+=Y<^GTXMF9[4LO]!^JBJ<-\KW MXX=YVA*>O_M/R^9SKWG1))[^LO+:Z=R+W9DG'CLR#YV;1RO05SI"ZI>D*\SD M0"!6!WO)E\O721<1]JVO>MR)[V]V6Y7+/+ZU[/=-YK*'([3AU:^/?_NQ<_*_ M_U>[__.NQI&TK63>=&/6E(:"I0L:"@V%AE)!0]FLY2N#B'4;4:5_^3/6>]9[ MO-O#>L]ZSWK_:KV/K%G@JWMK1<)93G1KEO/O^5TRS[<80Z3SQNELX<.Y7;HV M3G[[?W[HBT6'Q5S]\MO+"7M=^H3T#G=FI;.>JR[R/^-CT]#&L2N',H$O?Z/5 M,W]^^ "KDX/+=]_XC>1O) Z43%_1819">;J3 5LIA[>87.X//::*'E,NZ<"; MS(IE_.I>_%_M.ED!%//8M:,GWK'Q\T<32=+&: M?#P5\F+4JIWC1NJI@>AD.\]Y;D'K[=UE2:4K<'_9VIJV6N2\6UU=%8L%REA3 M6UJL4!)2]VMEY51/UIR2'0=SB4+-/HHPOE?_B(0]3]=W]5*]G_S5E4^J)S^+YC.U?*8:C&J3B3G?+-2P M6+E?7LG*(FLH_C-W0_'X"6)Y>[S%DOI,_L*=^BI9XE[]S+(AVNE?CK2_5)-3 MC=:VQ2Q./JN;+LU*[G^*6/:Q;'&B75F/'RZ*U:5]OU=;"-04;'I9Z:T(IE,1 MJDV5:NTN"J9B^4O/?/J;^^7&H&5W2_QPHV15W@I#]?Q+LB=3]D]BBOP@;^PJVWB J?WP ME%+GZ'.ST3G9S+K4) 4OD:TT!'=QIJ]JAAFNK/W7)Q5[*!!<[R_&!Y M8Y/_9GY6>>TBS4;WQ'CQ(E-Q/T79.'E^?^M.6^=V;=@O;:I]O>]B@LGIGXM- M);+AS).-9VJMR9W(ZBJKMA=$TD_EMQYWDZBJJ3:3:(-(M;$-42VVJ3BJ,!OVG:G]5_1TN&G3-$9?3BI)= M:J*M%A=K45[:S<%0H8J:#[S>BM>=Q0G@/\C2'"R/0KV2*++C55;"0'!)G$1[ M=0"EK/0.) Q1%%5Y!$ ;I#!]40Z&Q694O9:A8;'PR8BQ8-H> (DK) /V#K%CG+U%(2"N196/X;5R?P>O; (' MTH(/'4;[X6^DHS-M50<[)J_D&R%AQBBJ^&) ZA@H$8_G] ;?@UFZ,$]I\G 4 MPY8ZTS!BO)X,V,*G0E1YFK! UK/5G/3@8(>$8.XJ"T!] ^ W.["YJ93568NJ M-S="HQAE493%9B64.3UG8>QE%9WHO5#%E@^6&#]JS$?Z*P59CF>,%V;"MP+& M7-[?B,)*O!00:!T]LGQPJJ#\C:QN!"4TM5$Z9B!#C/P8G-F7?]U]:%A#D-V M##R2KAA=G*E//91H8T0/=N#]5Y1 Q!SG%]]$8B'S@!"1#3'XL_651I*;@3IC'L>P:F0XI[%A_P MO>^PG298MPD/R"+2H!3G!)L2-^;8I4< MHT^*!;4+ U-M'W#/!9!+N [@^\9E:#>*2CO8]B0E\.]#B*.-\+ +4P\#]I' M%&5@*8:84.'=5!2=>VA4%.J&>#H+:S?A+\+UH=&\,!*.'%7QSN4WT:FA98*^ M&(.5Y8$/RWE-K 3!\+<3QC8%E_V4/ QF6-+ACPNO!:2)"6Q-UR/M#W,=*7(1MZ]0]0)54#?.[+E0FZ@?2_Y6&3A> M=Z[HJ%PZG?++/F05-'J8$R]R&_C]>>$"97BF>V7$X$MR_8!=T."S'G[FR!)D M I#B_ZL(+ MY1$DZ)$JS+?G=%2AJ,Q,#'R@744[/8]YR&B(F>O*XCR%#B@7 MFM%1@D7+S)1R.XH*)6N+Q &%P.,G30P7&FBY47PI"5$M(9,R.I>#-_Q#V<:8 K^I!,)#?I;V;AX>P]8DO]7#HM M]NYL#Z!>;W, %5TQ(2!\;Q4/T3WSQ-H***!SR0-A/YL M&DM30<Q]U)C3$.T0&E48".1# M(Z-2?E:/7"/L-(R.)UC\4^EX2D,$#4^?)=*@698LRZ4@C+B1@2[F ZE7,H?P M%S).LB_"JZ6%R TB>K9X8+/H!D6+GE(A#T229I(*9_!"/'PY05<>+$4\,8A9 M.DSTH'F%3KH7C/WPB$%L:8[X/5NU^@-=J]I?1FA,0XTZ>LPWUMZ&U?650 MDPZD=+%-!VGJWWD=H\_=\!+IGG]H^8C*\1LAU9K633RW,F)@0F6Q2(]R;J E M*=E!0;(_FO=-D4"A$\54]H!!Y%Q49SD9^8%C'IQ!O!/?(OJ*AA8R0E!L8M$T M;D"5%^,>6&02R(!.U&G+8? U9]%:<>"[PLFE\#H,&RGX4\K 9C0[ M+DLWUA,+*,2EAP?\,=(H(DDKDI%8.'*?54N5$I+9QL7OO/E,#MR7\7V!)I_# MY,M3P-Q=L^)WGS^5$I&-F#F8C'P"]L)"7KU+GL)J^E&6K!0F0F'D%:O\,8I\ M;Y9&K+3 06F!OP,S<>L]L ,L4J14&^U7[ZQ6J[*FGXP07X&E+5P$F\97[)*" M=@"\GQE6FPRR0JC-Q>RPW\QL@6+89ZDN'E0 E#V@\'QE)"T".^>'5\K60'6M M/ ($Y,0Q[@(NHZ>NY3A39?HF]RG63?(TA1FD6UUCE+#KR",A> MC E$;H4@YH:COWC[)%&I"&:=4[0]T,2XOT49Y"F8)?N&EY2 L>!C$0:\*,0J M26=BXY1@!\58ILRMC C/C<#;Y;=I*IB0Q\21R,=3P3H?RK4L>XJ^A$],B/[B>)K*8J_2+LC(T5V MUMV& MHC\9G0FDE7J1DTYC*FY'UXQ7^HOX*= A]9&B8S2AJ3)B88);F3W@BYP^8%,3!J*B).=I+7TV$F,25;6&"G4R&' MP\D!)NAW46PH97A1\,WB[C++P35>Z(G@0&#$O\AK#K<^/U,36>3G >178'VH MX&6QJK2:8](%3)?5#*;_#_@ M?V-^;C[C36:S.?$J5#N"/3VR?8)#<4.IJ*H8,U=8.\"N%)UN'Y-_O(&*,5ET M[M'"S_':I>F((Q)8!4JEIQQ0P062+4BW5"35JP,S+FH,!?4QSF(;L9&3YJ25 MQDUUP]*NE^:GF[*\A+54:9O5L8IX%5B54_H-#^5R@X\;KTO2VWG))693/=P? M6$$$..Z6#DMF-;5X;G)"!JBL\";09]QPQD0M#\7R#>A7HO9&O_A1&'\2+)8USD=GR?-#:Z,CV$Z]L]7U,O'('VMJ) M!]7(537,D[/S*<_(V_5'P(BW_ "$.%\A?0N70QH\A&I3'KZI 2QZBRS'S[P= M^!D75:M1+ZC L[^O L]MY*/!W<2K]=Q^+%P(7_2326!H!W[U^N#(D?4R#*$0;+J/126-A MOK)9MC(F5U;L>1>'X^2IT*1;( ]EAC$%F,98JA=Q^P^CMS8_*] $?34#1>.) MW1!3+5B*NBF-93 '3_S3-??4U&+*D@F>5'H4\951\/"(] 4G!PS]XJ$<8UH4)9&^0;>/%D/2H038YGG.JOG[,2F^' MEXM4D:?ON3P+V*KBBR8@A"6'.>5M@:9'58 M0U.F>.A&E2W=KPJK/L&N^)?MI^S+.'/N[W+?G@/21>+0Y,I XAA$'=SE>?"C M0*"31J-O)6V/S6ZPA57*E3T&.M%\'=?&?.@LQH^L\MB+>"""2EJ%7U=7O"3B M%( C,EC(/E[LZ.;:9+=&N.R$:5_\JS7Y^B<'J+97@PE7][R>16!!SV9Y77 M>!DP'>&FV. H7H\ZC=;0 C>ET[\&AV7<:C#+=:RVV[UN=ULGK$Z]*T.0&>-: MX4/@K:FI4O\X,,G4O77=Z?1;U]==7F3%G7UQ7I6OMR:XC&41UZWK#:J1)-$H M0B:E4YP0EP(:RPJE0M$3#B\+GYK&2=/YW:?-[:2"F;1M36BO4B%927+E=:+6 M"BT01\EO]E]AE+'GYH<74^G3EX#=%@.[ @$HYS\4S M8+E_5&: 577I?N+]B;?DP76UWN'">;#"UROSX+JFMKMLIYC2_)3(@!8FZ+1 MMG["6M+:#,B)]\VX6X& &4I2@!P-@_]B^02V>[*SG(\X($YE#WA,@J(N0#$/ MG0*\()$?0Q19'E%\FUG\\A6%\2,VQI9!<>:B8)['EE=#9A?8B88Q/#Z/^>W$ M+W<9XOG6"9YJE.Y\S,2,*-^<3RF4R26>0)6-<7C%&3_B2:TNRG?L40%GG+!9 M_&:[3GR5UFJY$.QJ[]6(Q9;6TKJ)N9"C95SHZ<7[FXI*:KQI%JL8'499HZ7C\=Y+5'4;RTM6HR3O#Q;A MHG!_/=A1YN]6MHT0<[XZ?DTOA50-9>4;8$4?,X?L+"\_R8;&\7I9?',QCK(4CQEB]R8_6%G8M;K[JMLLK"XNK MHO*%<,0[[\NX0E'P,L)1H)B'=NV\@=K,YI*;::#25+CVD:O"/8VD^RMU1?EX MD*TTCSQL^MJL65HI((*RQY)YL:7,8FACX06%"DW)Q[SR@\I-9/1&-%NU>:== M,8YIS-*1[\437#NO9,&Y%D-%V;$9+!B5S3Q$4;H<9AFJG8A&>]=>T&2P4EHV MM6($^CR(DJ<\$D8[X[35VN]+%IEM!H^ 6VH!:BLE-8A;WF[+]JOL'E7O^@*/Q2964^0L4QD+H,!;I.\2U X\(6K65#OEMID<)$S*=: MWI_Y$8UR*6K]LUS!QA,Z3C'*7N7*+5>=#+_BF]H^>J+#JG2@J ].GJR1[6:F MV*Y&-',1\Q%?X)URJ(<,?QW=K9&5 =1/N6G\JWXI7KS!]+VQ*?^XV%Y7JC/X M0E(R'CD(E3H#B*MJT>6,8IL<5=&Z&QTYZ8D63K/D-CU($&JFT'%2X/]-D66+ MN2K&SQH5SOY@20=O++1,%JC3DVA32_4BY"@L'NP1!8YS@\MNW,QT@7QWE739 M8:DB(7*B928KGG-*8V$CY)V3\# [O59VLZWC@:23"'WGQ: P%#\FWSMUO=N] MPCX3V 5TB=HE)^ 2;,R[,H[3#Q3^L65]?#T93-'#.?&B)2I>M%G-#"T$WJN-<50CJ M7KO7MN5<-T9VSVYTN^-18]1F[<;(&HSZ;F_(+%L4@M;/9+M<[ZID<=OM=/M6 M:]1P6^UAH]N^OF[87>NZT;=ZUOB:]<>M?EF+6&!NYF;I4<=H99@HENF9*R\T5]I+VBF(="RW%YM-3;#[%!A4G;&/VKF3Y MS7]S;X3R$#RX4708^8TM='AYR58Z;2OS6^U:E^DQ&0VD(G8/;\*+Z%"W,0L] M'M;'3YM9E5,YGYD_AOU-^5#653DH&>,EPZ ;&;]21&A>H@'OG"LN/H$YR!BB'#2;HKS/:#D\2Y:;Y;Q9_;,/>RH;$LD!J+=P=CQ$,#P4+=5K M,H6F9*R(QLC:71X-%]>%P+^)SXI]2WA0' ^)B.[ $OV+1SMX74 .TD6-A-=( MT54_N3VSD-LG6HH@DBRO7T)Q;B79(%G\ZBZ7S3Q9$;"(YL4AD"-%3A2X4)_4 MX,;50^KQ\@1(WP#J3$'N4C%CRA,TBL3447P-O/D.-&QAOPLR;1#QA M9S0IJT)P["Q7NDPDWTB?4O7[R-O-WG/OVV[5 /%& '(*]Y&K0I\Z@%ZRY.>0 M4I';R/>[)*MRC_.S+A$_+7D_\"7B7])DEB:9#FWDEEB&%R*O,)+=E\5]2T+7 M\D,N6;;!3UDE 5U2]Z4JFG+6FOIF9+ZO& 7>($HBJL]G0%Z3)'C-F@]- V;X MR.8TOY6V"UV>%-E>C'>F\$8)U"-+-CDPBYT/(O1F\3,R-Q@I;U=>F^)Q:@B# M@,P+_J'+\'0H+/6*-Q6AFM.=[B=?WAE=_(I"_P;TWM[ZUY\S"B[0;C',IZ12 M>$$0W"-Y- ;NOJ3VGC#P%*7]P!!X%VR+@#6^.1L#$?@5+QZ.EY4I;.IQ<, R M"Y<(BT &( M5N8,WF.*9'KH\$#_-;E"DP_>\\U4!D*XJ4,JOX,OJ#%;/D[Z@X=[_5A=2J6UV#=S)CI2O%EZ%&TQ*\NO\\EO_%UP ME6M'7ZBNX:F%+&^15>")LK5E*>Z\C%!DNPOW"95K73)ICS-QIY< B1H1P\Z( M-ETTF\X:\#G&@1BK20[+I9TC3-J7C27+]7WEM?,ZG&+),4: L(U;7%-*LZ:6K;Z";Y,' M2P&M-5%3?A64-UZ,F=$I\QG(41$0KCI=$L%"(N^<]O$-Q4 M ,J5V[)6AE--!F&X%KM %SBQ>(1E&Q2,) MU;N4%RKF,@DH"GZQ6UQ4:A*7U85EE:O"J>*]8>KJ[[@F7%N=EL=%X_3A@9$L M/87%<'@L=0OI*O&N:A:UOCCLS8I:/:G+EA;K-8T_,D>U=@B31^$I?"Y?RXD MEH#84"-QSD&(5J$[-963$Y_IJV%,=X0OY*K%EXM363K?%=/A(>6:)[>;Q+\Q M@8P%@)*&6"% WK17+*G,;Q'PY3D1)#5=1A^FB0"%<4%5\RC 0OM.7I.(*8E, MXV2A[T+@G-(E9!)-A6+%+435?N*>.DI7EW5@&DOUM[14D_H?+C1=+.RXZAZC MC,KZ0LI<"8I*RB>B6U8A:X!R^9NX\&U2]25EV)P^"=G!-7KTU 'K/C@ B;:^)<[XML1!NNR M*DN!].CX9*\\$X3^&LX!53P6;^ 0H*%:O-*S!,(@AB &XA;42(Y:+&2NJH9R MV3TU*Z:S?SB2F2%1P0AW&;Q9^A-<1ID;XDUKJ+03-BU7ZV?3$!*YUFD0.6_\ M+D5\\;!FMBVE5-/TI%("DM!1R#6;-Y]7' JKV,]2B'R:/(%-M\?E:BC[*+>M M7Z/M:T>R][;\_&H3@=RF1]5QY/$/::!_ @-] V/QP^J3 S98[L)?S$S_3/KH M#",Z@E-[+FK?N/[@=]IP7R\KX9]1*9G#O%F2:6OL9M MIOR\.#8@% O>1^*79%-($5>.M1@0E]QAWJ&1#"A8GO0]BR.6%"162M2UJ95" MO.CD9W44E8,6:0 ?R9OJRD"7E4X(9U0:U87C9U2R43Y/P<^44IY]"B2G([2< MEV7QKM9%7TZE]'#/E=(;%3JOJI1FK>ZX]1I M#5LC^&&C2NEG%3K7:["Y>+)T>1>-2E1+GG%#Q,963/+2DJ:Q\G+JY8W8*IWRP* T@:WU(G/ MF7\K7*QZ$[CTJ\_UGNZ4_.[U7U>&()@A*68427;2O2E_X>=]\/X,?@5%=D7 M6*S9$6L6)F:I]7[Q2EY3. =HGF*5%<^"4V\5&7I- " M4-$F",+"K;X+$^,%;U$UNE/JB%FXH LKZ&9,WI."<5Z\$YX@$H9 ,_&UZ$]\ M1=<3B$OY\GL\T<4'+(:YDI=3W[F3;C/#6T"YJ>G%W^.B%TWAY442&V,_Q8 ^ MS8S>G5L.U2\_ .MX+A=6M'T'RNO*C0?+U0)*R:\@'^\9SN*;_6,_+9*M58TI MBUU[ES>CJZ$+OQ1@)Y)4[E+8&TG6=&"F-&RC2)O.BE;,F]!&M#)>(C<[TJ?2 M-GM?]-FXTW/K>62QAELV,:VT:?TJ;D$!H/R0A^,^5E_4\_R.*W&EP/)K=+!]G;<8O8EMG]^_7DAF(M9. M /($)*/'!E,11W,Q0 )6HC/GDS$-Q_<":D$$U$HQ29^*>FKZJXRNV"X>!XNI M-=\CDW_E4>8E$T8/-'5DRXXT1F,8NT*#HPK#/8(.B0I603Q#/(ZHX YKV6), M0XBPE7Q#^2(B.>\X2=UY]C?"Q6+_UR)U_7EV]_;"XYPSH_EBSH;7->!?R1#' M Q&8-H4OB"Y2%'#-!DLB!'I.ECSW*3K-P1A99*T466N@B^^HKR20%*\RN>1^ M^OZ50:1J$*V,(K%.6@\O;/IE^J^N"[3POT$A>>)F1,SR]JW!!GVAB_2CL%S[ M[7T"GG")L+*F25"^9E;RPI/R:;52&#Z_(> APH@8:%HK9XWH4*8\;,2^B>9!F^%._@9]#FLGG* M/6.B*TB'ISCSX[O\3*_(V2WCUI9*H=*X^([\-3 N=9SBW>OIE<'I80!!3OPV MS_+)\!0RZ[Y+LBW]"!$G@ ?PC ")7+I MG&8"@#E*$QGIYQ=@\[]EQ\HFK.YF\.K-'9C-_4'%>0^KKBU/Z-Z/O,$QS8KO M;/QS .L7\0P8AYQ?>@JGSGM&THMA9;B[Z>S_>I(@R44%E;S1B@4VV7KX5$2& M35:%@JD5WE,WQ#\3<40H15@LO*4\_"*2<6@38MXPMQ?D0"-9BL#$Z4H,$;D\ MPR';,04;L97J945K,)Q&-N^RVEP9+5H(%I7STN5:*%X #2BY_B9UEI2ES6J MM/5XIFB*W8I%_0<,'V27Q9;(P^_<:O+@3[&FC/FB-%.UGL1IT1S2=U+N&8+/Y()C MFC5%0X7#U$G $UV^,?-3KJY<) ,B2M[GKCB!8CA;>O%/E/RF" 29P>%,!/^QXA=OS$;M M2=/$,P8!+#>A$KY9)"=$SYFRVT+V!5!T6!G\GCDVE5^M1$[6VG$M M'B5RY;NL2 V]=F7\0WXQ9+3]PSL=H+' MCS]XMH3?QH171W*'>KP(!8>ZD,GJ_8F99^O5.R)8UHF_>,-])J!Q-F]..JK- M86()>8+)R1?"#YMR^E>V7\UN6W(+?W36[%*R2HR(0W^/9[NG-F8-7R[]'Q= MN2YFL].Y^'M9!/ #-:2@YGCA"S'$:G:Z>V (U5SM@Q\5R[5\=C#GR&"C,XW[ MY S,! -6_WB%GL"+L4E^]#XG*N=S+C]Q>?!]I ;?_@]SF!\QAWGD M755W^/OMEG!U*D2O;I:?!;QHD%&;3QIN%.9,!C=M%=#&LIK]PJ9""M="C8:C MXAT\X MI(+I@!;?3-M$:4&O <^$KQH&T!M0:<(LMH#6;UFPGP%>,:Q]=LVUJ M1ERR!MPY&''[Z5/KT^T!]AN/3^R= 37T/E+5H4AW[KH]#D9X#DV'1QYE./$\ M>^!P?-@ ;%Y"96D^K>%3:S/#8"VOSGJ3K3@1]F,4X4W4F#/+/< M@+=36%%K(-[SS->\G]M91O5WR,AZF,O*NJK+2X*X&'S2XGP:?-+@?!MPK585G M#.[+3^AO .X]#>[*R;NJRDJ#NQI\T.!^&GS2X'X8<*^T!3M?<%_17F8]N'=; M&MR5DW>%*C4O-CER7SP!=JP$HK:SU*B8T)I)<39P,TI;25M:294&<.=C)7V< MSOQPSACI<=Y):1^YCD[;[%]W]V8R:<5TYHI)X[0:?-#;00DV:)S>":]'91@@\;IG7"ZTL/S,G#Z&1F(=M^T MM#^MGO#K\QG'Y\%G["!7:#JG7EY.6TUJ\.'BE9,:;-!6TRY64[_2L/=\K*:O MH+\C#_L;D]VTG],6+6N@:S94DWM5=9*&:#7XH+>#$FS0$+T31%>N4[P B%Z= M?'@W&/0U"JLFVJJJ'8W":O!!;P"<4KMS@>_XH_)S4@FFU]>$&Y>1> M'VXX/@_N&=VZ>].P5MUCHUX23IM1:O#AXE66&FS09M1.9E3G2&;4O;QX\=:W MX_C+F"P=,H+L!Q9PG7QCW>8*^7>IC[=*'KSK=#JZH$(U.555AVA(58,/>CLH MP08-J3M!ZK$:)>X-4M<$^S6D*BBGJNH0#:EJ\$%O!R78H"%U)T@]5GO"?4'J MFLB]AE05Y527_1^?!R(X?WN8X+RN<5 #;W4^\Y,V@;;459([>(TJP M04.&&GS0VT$)-FC(V,E3/E:OWTT\Y5OK*W,9F]I@PC\[#+WR6%C;[/:&NMQ- M-7E65==HZ%6##WH[*,$&#;T[0>^Q&LCN'WJ?TT5?0^\:>>8R*T5VE72_1"S[ MYP1% CYUO<=WQ#84-R](;<$WSLC/Z13DR-F./"5J_*2&IL4E5Q:Y_NYO7)+5 M+B^Q^'N!".JL>M@2*YY$Y,L M#M!N]8?]KM-N,-=Q&UVWY3:&O5:[T1OWV;4S8LR% 5Y*R$J[HB3F!:UN54[[ M_A*&[I/G^S>!>Q,U^AN6OJ5EGLV#,4P2AEM23 M!0_62IS5[/]4$B2ZUKP@1EX"\NUL0Z&5((@C9JUO&]=IE=)K=HVX= MN0@C8C/ >9A2;"039K ?#HMC(QP#;^/$" %(Z?.Q[46(:BG#OP4L,6R2"/QM ME,9> $_!_&WG/ZD'<-O,J&1X,;P5OCX- 9+_RUP3OI\87A GS':-A/>\@OD: MWG0&+T&<-^S$\)D-[[<#V*R^/V\:-^(GXXG1JV&23Q,&4Z/Y10S?8\.>#ES/ MX=L[F< P#X5I\!?@#.!M,!U85<3^D\(+85AO;+!'(H,=N(;C14XZC4'Z@1QR M4,:'1'+0XHTILL,8L6QDPP4;*'B@K\R9'36-?S-CQB)DAQ&FD5A/<:E( !@. MZ?C%24*P3_BF[5CX$;.=B1CI&W+!B^#;0+$9_A$'+!(ML/UY#.MTP.A"XZV& M(7X5O(U5$8?A=?A\]=!BIT"LQ%\M20&>@(@^9SH/6& ML& DEHT3B!A;?"'P\O[6Z/1:IO%W,$X"N7^J>_C5NUP!Q68N4LBA+SB=O_^, M [R#$>"%,6B9FH-#.C13'C M$R0Q];WO#$04/@YH+]'?[8)LYR]B8!8CB5>8]UX<=MM6_X_[#R7KOM)V6I+[ M+AO]5UC%=DI_N5W= &*C;?T41BZH'VR 5S&J:UF>*$;&T*E@1[B%F'9QEN.A94SM_G:OT0?O'@6QK;_9?QK&#S\"IQS.2IR M-/P&-'GO@Y=Q %BTE,?%V96!5&GX2!:#T^6D ?)N;" XD%8?V3'\"[O( ;?2 M]H*E2&&24 )FVB,/MO>QN&+*WY0#:X7._A7W$EI M@HH,H<"QXXDQ]L.G&+3*C.%Q;;$*\+I)Q=-;I!0%K@"RW+ @G$X>T%D,QK"3RAD]%7FD2QEVM$E;87CCXW7L'Q07(!R]@C> M$09(-[*"0)9M_&H2>6"5D=44&N$3L#>^HK_#6C#HXHT]& K&)@%&XN)X3;'1 MA5@47PGVAY@]/L>-)F >BY8*9E0DMX_V'5J@@H*^OZ4FKQS[^Q4-5/8K;!>V M1X5=XPO"N[DOZ'9:[9[;=QK]%OS3'3F=QK#;L1KM\?6XU>ZTV^/1*6O\_X#& M)VHN4?/U'BW%%,IZ?G#]4\VLEP:66MM'EK91^X'QB8VBU([F1KME77/#\),7 MP ;WP'*_<4@AH>#>@XYV;;!>C/*,AP8Z=]RCL7WP!@*N\XB:'FF, M*7AA(4 %!,??Y=-AX#>L"[_DKCA)O2J"] )# <# \AIL)#3,2' MC2?096&*Z@\->_S.#.RZ2)IW-'/F"T1"L\]VOML/I*1G9#LZP"G$+-=#G#8% ME.T03T(&AU?!B]3Y:I/NY0FMR#(]]S*I2P=$%M M4@3X;E29,%7\%58%.EV,A>0AAPT,<10D%X "OLUU'"I4\ SX5X7N)TL>9LN7 MCOK?Y1=42@T:@,C'0@:;PA/:QU[X@;7!-O5GK$%0(F;&P6N*4_$Y=,&!;&!2F=A.19B$ML MD?>S- +3.&;5$4F_8!R-C#0;W 5[!-:I]&[@6?:#18X7,QJ?3[SP5EP!J2QC M:O^%>MF.,BLZ8E,8 PF$P91P"F $M&5U*\/!'_G8PF$O&]MQ.L4?^7MG]GQ* M3A=#;I% 2E,]3D>H!U&MPBHP/B.95;'?RZ^',5Z+"0"LH0^FL=]\K$SF(WY=AL/FR&W::P4$7T ,EKNX\%),BX,K,] MC+[467*P&%RM:_(HOH37(F\D5W++KKBRY8L"-?<7O@C5,\H,SW+ 5/FK"A$1 M&-45P4I>ZJ"[;JS%R8UFD M0P9-%M,Z+V'Z5+(,"WLS"\KRK!FH=K 7B&629FLD+&,3F/]1DH?)@,/CU"^9 M4!'SB>)9T'6% &;*![F)9B=9)G&6'A510[1- 8U2GS08/;G2/DV!.Y'/PW<< M>5>8,F1FH1%9G(:T386Y^C0)8Y99G3R6NVB7 BP%@M9UQ M)R-S#5T7%Y4;#C6:8^2-80G$![ #0Z(@+ O?(VDK M+27/.P$HY_G6%@(Y,, M-#>(/@O/ XJDCLSBEF:205:S4/%3#(M>3@60M><*H,T*>)8/]/SH[VEJQE(T M4YE9 :ZZ(5FM,@E3B,;!@XW,LN1YE3P2)VHEI.G*50D%9%C,_1!I_Z*^X/'% M!34!6D%H/*E3'=MW*"C*H1R37F4D*3L>3>-?N"+T9U;9+F)P'AS-#-!RH"O3 MO,4 4\U$8)P2SXIQ I$Z(N,%?I4/%=T%$0P8"P\X+I00OX@&3BC7,G##-'' M(XV-U%ATP"I>%,\ZHHO/>(5QENZGE"O/1@*WV!.:O;,\I2:Y4/-U9D=86"&6 M3WP1#[[.' =AZL 8.6Z*ZA'N#E47S<,KM.(,TRBV*$:_.LMX+>83>'HD2[^" MS\(9"0RF0F1I.Z(M"I[R#]@]"8;6?P/6V\X$A"#!76@[/)PZCL*IE&X,PE#L M).2"C2$ +D/96RKIRI+5GH=*.2X7G@M !3 >_2/8E5NT8ON>ESV[X!PMQ)B M0R)UM.A$U41-1%K)E(_<"LTI3!JS$GDI;&WQ+&W6)6\L?#L+@#CE5V0S &WL M+YA,2U?V>X3S0N=_YML!C\YC%G_&P__PIL6%4>%9'M-8O8KAO%#2OT3=+-KKBVR-RZA_@YPVN1LDJ&.)/8;1"JV:'TZHOYN_E)\\*3;ZY*BV>.\.O4?+5 MM>=8 8XULJ7:C+:UZ/?S(O&L3L#U>!Z8$L.8JZ-\)2^F=9):Y!EG4IK%\[8, MX3VWCO/\%9\)VS@Q_@]LF#/5?E)*0HW6EW485E]/]E,%EA$ MU3)_J=TZO=:5\*[(M?*]@MR4+Y+F6$LYK;0@E_?5D]KS'% M""0=6UE2@BI=W%+.*3]1LW@ @1;$ MLW5+5:=SZ:+SPR+_ 5:(>/+8B[&V"31'IVE\),\WTQ4PX R]X 2+YHT\;H)I M=5"ADH[E&B1X*)L1D/"9>@:K4V-^D&5>QX1E>FC#0.6Q"\H_AR+AAG5;!42< M%9%#;A*L;LCXNW"H"*/L\)7,QN@(- #ZNZ)FMUB+\$RNB&2BXX>X/9X)!L\X MO[@VQ/WL2=&+!QN>F^Q6&]&\%\?@8!N.1#3I0T:X Q4;PS1$N+DU<-S>N-=@ M;ILUNG;+:0ROG6'#[=M#RQT..R-KL(>#IQ7XW&(O[;IQ7G>N#$E;,&5!R_/" MT^T*CS=946':UQN;(FO>\HZM^(4;< #2V+A_\I+_LLA'R;?5] 1N2/6M06!"W_-^X%T0>.VB\<5&[U7!EI+L)QKV$:M9O5R M2:2?CZ0I4M[)R9OEN&> '(Q7W\@%YTP%TE.&!XPV.N*$1VNH]4J6@@JGX 8* MJ0+3%S_C1IA)04V7']7%.538CJ+%*U9C7H"Z ULK)VE.A:WB\25S>S__-I^Q M;*#\6[_)76%M+![ME>*1SD*9\XB^T[DZTA.RIH=7L:("V8$Y6:@7U_#F QLE MZ*%$*9+\*Q/;^AL8]K]Y@3=-I[_1%&Y+,^!M>+Z*PXZ?PN@C_)3,>1<=3'G= M)#CP;U@A"Y^?)L/H^''.L4YK)6!%V*2:\_CO'*/'#SPI#PL MZ,"3=O:5\+W&6 9!![2$'%+ ,8MF(,X# :_0'L8*V:<\M\X MF/SO__2&;WFUR [2LHG)>I9;N;WQ5K:.MI7[>BMOQK"%K=SOK=W*G>=L9:R7 MW7XKXS8VE^]C4U9][;:1*['O2]G('?4W\K"E-_)F#"MNY"%PK(YAHQ?=QN:V M^[AI?.#!N4+,NV<6PJ^YCQ6$5+0["F'J3UAIXDP\]LCSH*:,\6'DQUPHUUXA M@4CTC-0E(6R7A/!SBDSX,OXJ!\T> H'@TSBD>_6*0)0(&I1M>0> M?S5N];N,%.01*SJ8L< ?D^KWO4?J)=*@3AS_\I!0'AX_CV8A5\I9]"A_/']Y MPMM<$6H4(DB%-RU9RWWYH2Q:AG;,)SM@H*:-?]KV@_'[K[_>TGFPK+.<+:OV M<.3E0RX$WBC=5!-X*T38^1BS7L6LDMLFJIT%PH'FDB M\0AD74"Q>IIZ,WXM:Q(][)4,CUMZ%S5?_L;G\CM.17: /BU.M%^]&S1;-?1' M=76]G7$:;10M6H(EJ*.Q]U>FV=B/&34J2X/,JEQ5.S4LQQIJ=E=&CX\X,GWT M1S;V[U1'KSSOV@4FKBNL6H#T=FLQWTS=L!:=@SW$Y(:5MHOGKNO:&^LZ:Z6R MDWT^CZ?JAJ>MZE8Q E2=U=E4URTYA'BN1P[;^SIR>+C2#54. AYQ'EL!\-+@ MT#( 7@,&Q>"N..BE"%FV!:CK5J4__+D#5.=Y *48P_>+EVJM[3GP?=UJGS9\ MKQ)3A.]A'7PKQD"R)A2;TW5+L0GM[E?N#];6G%?>[ 3<=W^7J'2K M5V.MN$1EOT7!)UK3V[TJG_.X$1>'%$Z$%+K(+S_K6BEIN7RW4M-*N@S+H"8+\&0B^J%3)6R<=ZFHM$?/3F.@OEYY!N$U#1*F,3 U MOGKS@OFX?1.NE*O"R\/P9C-4"@6*^CWT-@%S9[^)*-OJ]M.PW M=IJ$;_G3>/^;;\]B]D;^\-;@%[==M\15G?S^,B4NDQNTFIW%"T3/Z3+$]_S MO5D1Z)9Z]_HU!X-S9H6J=X9>V-6M?U./ [WF0%_:NFWTII)*E5;1:F.HM?NF=U>6]^/JIKH++T@=7LSXQ/];W>>%&T*84Q)&M-95(-_ MC[>@Q)OL@N0YC+$ZS;[:O/G(+\C (]IA!,,&HKV0,]]UV^R'1=S6> $6G=S> M>4E>K%)AJW@C"7?A:DX-5I'QLA=NG;6!\WI["Z>WS,+YQ'7IK5"EWW "O/GF M+[87/.@ M*BFTS4)$M5;19B&BKCG8HZFT)S6_N8X_DJK@,C-[V>*#I6&CGRD7!I]B:FRQ M]O/D4W[+$\[ETOD\V[R8Y?](/>I!U+(T--+KD+EH]5O@94G^ZOWF\FZJ[/Z8 M/&=M)S5Y9JP9P#BU3C@_.^$\W#WAO!\OM0<>4/>(<48UF'[,,&^[?43R5XJ0 MEF'?8!/LVRLC8"98]O:/5]BXX/A1Q&Z_V5W#*4FUI19O^03&Z?/MAL[^[BUF ML+>XVTL8B6IP0+G,XK'Q1%6V:&2Y0$8LC[A836N'D,N%HTWA-M9%5^.,E\UO M3KN@!;_&(N?X2B7MN=,&O53UFAGN2MCM5DNKVJWY^DL4QC%GKCR1<$$*B)^] MT%[,A5AI6N%KA7_I"O_&<=(I7=ET29:FO>!1:'6OU?TJ!7#>'-!J_.3Y^AFO M3-96NZ[Y58DQ>\Q1'*P$3J0MSK?J\ XVN^\S)TEMWY 7KZM7B4BH?+Y<4+6. M=\-TQ O@J#*LZC>L'K7;B-5CE]XEJE:[ZTKVH[)HN)D>TU7J6U6I6Y76^Y\\ M>(;]ZCVR2H*)HRT8 K7G.Q<$F]= MFX->7;L^Q81;=TU0@PT:?37Z*L GC;XGR;;M3]E7^RRN ,]"(J=8+W5:@&R9 MPW9? [)JHKMS29;&8HW%9[TS-!:?)-NVA^+*Y;\K8/,S2TX*=KN NAV-NJH) MJ4)'?"XW?8;74C"8[_>=LP&'*Y30-M 1C_!<4DJLV^@VGYD3T[O@S';!Q8.Q M$FS@UKXVYK3U:6P"-H8J1_<($7U$V: S=P?-LMQ1((VT,EX7F MP9W]E4EJQ:!>?D@?K]J5"5^2"8O42Y5JT^2(QZDN*374;O3U82F]!S0**\8& M;9[ODABJ7&MVE,00V12+7]Y':*MMMGL]7>BEFIPJJD(T@&KIOUPV: #=*4BP.#8B%C,[+"OQ0M(AI3=O>BVQIH"BKAFMUG6YML)L' MTE[T0'+EZ=>'[?B%TMO=IKU3NJIUO;^XVUDV^E9&[)2PAS38*L +#;:GSRH- MMINR;]"VVL=6>QJ2%-Q;&I+4X86&I--GE8:D#0NRN=.D 4D]UBAT8&=5VL4- M4_#UC79SC_!D=9I]M9GS+4QL_UB9R17&PB&X<7+[Y B\J,VM;,B,\\ZM*,$> MO544X,4F=O72#L2KF'>1AO?)]I+>"R?/VBC?/BE3N7FI]OC1QQ^.GR+O?@E# M]\GS_34YF=U3,6VSVU6G1_0R/V,I ER4(M$ K7FA 5H#M ;H YYT:F_31';[ MDT[/*[ONF$.%#OIJM%;R&),&:@W4Y\E+#=1G"]3;XW2EIT?-J:H7\Z,'9G

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

5MZ+!$NPAX* M4NE)X5"9?7W)0%7C+1M+1(L,;!5>TK%$M S^TKH?7]R,\L<1=:M12*H>:3C. MKX38/[#C:(F]:1KLJ)YX*R>CP]N5#GZWV5K88X8T"ZR >+JJ*$S.NCZ<=56K M,?;X&%:I;._G'B46N@NDK]"-' M')6#2, MY=G^]ZUM!>B.SI7N:FPY-\LE@LD2->/I>9238/7"IF)"K$J]DF&�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

\;WC8R$& M8%P9X#E0%#+9I.%P0OL3FQ0PSI0[)4\2,Y MJ[S:^#<..LX3\@L Y(34M:.[D%_QZB?J5C/,>S!,7'(D0O 8.YH:W)",)0$E ML[31;)^I9EMY"6_J^/^-AON=>?W1 M,AHN'DS%V6^:01@L F(PDR+).^M(]N& >*<8I!@Y /]SCA +ARB\ZSQFN1VC MW;>/=CA"$)A8R]%'MQY'4+<4DHJBB-(G?'#2#VX3^05GY M4GS,AG,M$FTH<:B4#-1=VX@_&BA<]\9+PZX=3KTE8#%CHB6, !+ I+T=C^/U@O^?$ MN$#E %C_H-S)>:O!1A3:B$+?9TDO-J+0,Q6%%H5I;<2A[RP.O5@NK6*H,^TY MTWUGMCCVCED@1FYS1*:*QAFH[PFR/Q]1 ;)*_<*P-)FVXRKP'#X:*!AD&)A1 MFB8#SH/,'+M;$$0;@[B2Y),NHRK'8),A%Z9P)E;O2O#FU1Y:%Z2)V2> N8[* MF1Q!7%BX>DV1F+"_28\#QTT.JQ>!8(+/]D&6N&L4%'\X5A,DF/E0S1Y:F&,E MK(J,0C<_&I5VQ_D4(U502$-QH1=L?2P+B3"@:T0/X:/J"?:DI+"T/(8/J@." MAP$=0))$T(+3ZFT"&#2DB,N(3:*PA5\4 M78M)(KG83 P:@X4M5L9E0:-)4FW"%N^&1W>S^HT_OH0_\Y[T%6+-S\Z# M=-S_X:$6?>J&*'PS#N^/BQP M>[!#R2!W[KW-$XQ#J9Q59,O/QU63[+ 3(\2!Q2L-GM]1A]6HO(2?V."#87L9Y2KZBB8H70O6M M=O^O=.3Q#J8W10G>L?M/7**E&W,G;4(INB[:@U0EL@?GG<^$$6Y7+9WV&*J#OO^U)%>^0U0;M\)"U&0KG/Z_I; M0-=I)8:B"YU8\\R* ZZ!&+E$%,SEUTA-FE(D>CQ"-PZ;B)JQB][_@")KG02) MX1MMDM\.!8MD!JI9"A_ :LCA ]_[8F.!&G&R$5Y7$5ZGLLH/)C(0B3@GAR7? M35\H!0/WG,?.48Z24W)#K;G+?_=-2K#]E M9128R#4])5?1P+IPZ*YL&D8WA[B\T,L7JPH!Q+*H"ZS.W^BF<=D)QV5E%)%K M.U\LV%)N[>98EQ1L-=F_\7"]!-4.6L2X;124\""KHUW^.&OC/F:7HN& 3.Q8 M'K$AA+D"UUDNX)C+2*.R9)2+?,22,6&96D21^H6@Q@5@7!0@"N9%M%,F[G1N M/$KF>A))? W$KA?+9"/\7FKD"1<5$MDP]09#).@@ T1$3U$EYM\EUWK"%N*._(A\'EIB)?(.-69)K$-(UY(F[LCYG];[X@1Q;@[ M9,4JI9.B%;6#F.KT>=H1OBK;&E[&5'?;SK= C > ,77;9OCJ=]E+ "#J6B^VSMIQ MEW;,MSZ9^:7&[3.A>;@P7'V5-VD *]S$E\O>*B M!N^,^6H$\[FJ2,[0%>K(W6Z\M!LO[?/RTD;YA#/,R+V: MP@9A?@F5SN+T)_C.1Y>ZQYR*([,1TNHU\WVNFR\6QM1#98O*?+-F\*W;?MWE MXB.5'40$Q5IT;JIRCPVK&(4)K]FRUFV;0Y.B5225@HO'AIFS]F5 M+W?$#%BJRZY'=6;/5KMONSP=.^MR! M$K8O$:#2##46Y6T6)KPKB[38$)V5:3OA- R$*B?UQ%"UA,U"!UI]2O:H!8IC M51(8?UFSU:[;[I--NN$/EIA( YIOI\&3Z[1%$C==&X.UT4GGQUIM@?HSW!01 MO <>KOGMMBNB7746$J,2K/LNN0@X9I;[?#+OT3ON_]3%'#CS2!9KMM(5>BQM MO28[2YG)LAB#&OT?6']]OU<9;R4@T)I7U9CN:D:U9CO=* #\N7_=QY#TTG"M M9#0A;LK.;3+2_K09:2\W&6G/-"/MHO;+V5,1-@!X^_%4G(6EV\\3J=--!Z#O MS4E>+I>J5A_?"CAS!P/NK\3JF\UL&M M,X[O>M+*H//-9\+4+C=5X%^&#S'+ MJT=B2WZK#)E3=8JN..4> *5'LAL/!#W4ZYU20ZYDE'C"4E.]E<0=KR.Q<7:: MFR^D4U6PD\^09"SR6V_[K#KXF$H>2?2O$7LF*":V3^A6C!37VG;VYE6@256LR]3;$%U?FR 3L3/V MF?VNM ZX-O DE5NK@S]<2290D%:"Z0XG5ZWRUCA8*&H2C84J -R)0J+IFN:X M%@NN6@6,HD8Y+*:_$ECSS9S(4YP$[N[ ^16 &%Z_T&JR&CK?96FY,QT!'PY! MX8)AS8(A*X'$;N@H*2V:B:HS:)0B)[=C$#\" )B24SWOB?]=":2.IB^\3 I% MB MR_.*E5H#IKULFZ5=)V6%9.2C0^&NC+7&_0N+Y,6YXEY'W*683C6B" H.S%J4 M']V(!FGD-5==M[II7#N296F]G@I=.AA=RV^VF9-'8PH^KR!8[ M_0[Z&M*T^>SX!3RIL^$-B1NP7TG;2,JGTH1_<]N6O6U+A/!WZ# 85EB?@ YB MRUSA8R<(4?AAAL%@<)9&4Z6KRASK:R&W,17)Z<)@%40-:JBEO(P0M-1BT84^ M=:TP27(=PFKH2XR+FK"]\0[DK!'3]S9$ R?0?0"$ZD7P%J"-ONH9Z#A!@TL/ M7(NH8&W/+]CJ:4-A?NCS"OCGPU&6[(=O0&H$.0%PR)AR4@!S8-';BK.HH$9F MW+BSBUG08-3?LU"7\\(_EZ+J1VT.\>;\ MX]F*?($JX"5RB@NE6*;*VIS*+W#%>JZC/%6)Q7T<*M_"EKH216[]KKHL"75# MMS?4J(0C=["8=$%%229,A4C1PYZ<<=41AB=LC,2L&5B+Q0.8CG,NDTM0N%=4 MXX5 $Y$(1LKZIXJK>GC:[.XA "E,VF@S2EOYC^ MO'&KZASA!>1[$PKY!X9";GPP&Q_,]UG2\5_;![/,^2QQ)FOFKGD/2B10 YFI MO-RX8KXW_3Y>KDU0B?8UE*GLHF+*KEN(^@IRMPLLB8+7G,J&_V"3'1#DT! Y M(K] KZK$G-E"%_ Z]4:N]-&^>,M" !H798&Q6!H;#"6Z4F5!J;0:-H[:LF36 MY[YB-<*94+NIU(E_@21&N9QIIRE_]R?Q<"6?CWN?[5%)J2*K8)4>X\/U-MV55J -2UA\ MS\CD[_I8+:0,U.)=.?\ 7]E&=?$'M9UOU0]OQBT[%0@GXUG:,88N.]ZW)>56 MXQTE1I5(E1DA5<*I09&-:]NQE0F9I#@/"XT'J+P5W%C6.350IPXU2H!&%=9E M\K(JW>K_U5V77FE)0^@PT9^_S#5^:W59=XB1<8'0H M4O?FRE>#SSI/#2MV,JEU3-."//(&QC[8-^",#;I9YS?QRA]Q%2X(1-4 M4 HUM5K+\K)! H(7U>I$P8,H>D5^A[6.A0(>:5VH-N 5<7U<>3MJ=C-&/A.D M^E)+5D?H,]B@^LE8XL31SL)O?4TEG?)5<9"PW(=>SPS/DC@;YN%O3W*+=GV\ M;=BQ;H%47W7XE6O0VEC730\W'8=1(6RX$1=^Z##IB MV).B+GF)?I,V2$[^DW&,>33*AOH>\K!6/B6H;B#,H7_&@/HL)^-%&1V>S4MF M\NC7H2:"Q)UQUJ4H2;-0)X7TX1A.X7M'A2TN,*N'RG)X1PW1S5T/MV%AGR&W5@ W4Z8FOCX!M;DA:RN0 MM1^6J#D(NA*PK+JFG#C#[K)W:8^U48A=9(J'F ]6"&]%N^(1H9GS] *QPDOL MDOE@;2I6S1A#UD,="U3I!!9$MDF6!4A=:FBJ%4BVY=L#NN?OAHOKX\*+ MU(NX;O%9KWF[74BQX9CV>8@^B12O1)#@N]-JY476+BZM.9%9- LV;*[H&.\3 M#MMJ>>6H3A>TO87?.-XR(MH[I^4Z@V&:QT0H>[[1,"O:6'R?GD,2B@5VL'6: MD@R*K/9<8S')DB>K+ MP<\8>%?K$.J<2>8'W);I(5NQ^ >2X](%E'#Q8M<^@ ML2FXQD=S)F0V<+6-G:[@'JDYJ;-T$-J:$DD4!2;(T Y!X'2 $L)1A5?[.7JB M%49-5CAI-J[/IW=]/E/:O2X9AL?]X\ZDQ[M8R2\LT0&9>B>GBS,ZGB@YM47K M,!]A@#0W-G@]*O'K,AM1O>9W(-N4*/A1)>SU6LJ:P1-N6^*W+60TQ \I'GR" M\3UDQ^FVL *9YE=\..1F[^^KW^29VH(VI%Q0<.BJX:5IGDV53 K20MY+:V4T M+D%CP0,R@75Z4ZCH'GBXZ7HV3- <"GM)^PS29Q9I$)/6(0'[F7+ X_Z/#]=> MKD&@-G* TGS-C3*(L0_=%%%RFJ, MAJ_WHJG18>U/ F_Z*C)2F"/55 #"QA82R/L4J4>3)XIEJ*H:O#36EB[9J>@ MQYLZLA1-1*Y2_T4C'751\^EYW/&*'M<^S;@-B-.C&)BZ]R$&BR3XBH6]PLP2 M.%'>B=(Y4='$XSW]R.RS=C $F@&V57_4ITK+M5L(L6E8HK\6+6RBG,"TDCW4G.0Z">J3_,PSR?73ZUJ:7-)F\K9V+9K M&-7J/N1PMG!V/XJ!M&5E";#R;(564AG>)(>(%U]N\R8Y'.E1MRW,I5DAX2X5-$POY= M&FUC/D N*X?UI9U>=/=>U6E\Y"U (N);GN*]=F2WQXN]IYU)*Q1C<]U7""3< M?_A];RH!85;R-7O_9T (JF+D7:E RXW0$X?[!S!,K+P*TL>OX>?!<7]_7RB M6OW>%]N(=8\(9GM['$V>'^7X5F2\5HH3UPO,[:(0J9HE6)M'NDI=JOS[%$*"3&'!^L3V8TZ*613L M:[#BQZ!6K^-TO-^X5>23_9R8GD%-+K^!2H17E"?I0%4U O@0B!QD0SO/)A@P]L-4*Q(\B^ ME%,S/*/]!O-O6-TJK&Z)H/G?0+(H$C7 LI=&<$!'Q<4^EL:6[JX=_"@^7Y^[ MS%'XZ^@(D*]'28A9#*IIC"<;!-&2\AL9C0X_E'>0(,%C^"M<513>6+2A9&L% MOTD.5F6%+ZB90+KFL%GDU"%W^-@)-?1(\8.@TP:[VJ6SH'([*I< VO.QO5S[ MAD'$M?!?K&%Q-"ZC-IR:4.'B).K&)*CZVBX$%#1H7?\L:X&!LEDQ8] M#-71N7MY&T?E,W)4;MR2K\/KV+R 1">6IAV#LN#P >V*9RVB M(2ZXQ'-M*B/CVP=6I/K9&OW]I7 G-&EL6_5(WUZ)W][>7%U>7XO??KW\ M=/GA38?NTT2AK=<-(DZR%1$V4ESF;.7>%.W2X 8SEXP1E\DLS,@(:A WDRU0 M1/;A-F3RQ,\N@,@_VP-_ZDF?AGJ<_7)Y]?E:O+TZ[R_@?)O=>R /N$O,WK-[ MXA=I'[Y(:Q; M%/Y\S@CS%\+2\P]7UY_?W9Q=W6SV[KL2U]^M3?(XQFJWWOC(DW@E_\'4$L#!!0 ( 'H\853%9&B0R@( T. M 0 86=E;BUE>#(Q,5\X+FAT;>V7WT_;,!#'WY'V/QR1MJC"27C6@XM1JQ>TP;(1NCQH(]0).ZN!NE-U(928IU11P3%#J-NWP)HK ME7@(95GF9 >.D#,4#M![[I*UJ"(],JJAC1-WA&N$UN M:J[[[:.CC?00NAOST9WUOFU#_QC:@B^)5$3"\KU3=6K.!Q=LVQB,193K=L]/ M(%4Y(Y^L&,L9Y?98*"5BKYJHP[)'B:1X5.1&V91'A"NO^O9P*KBR4WI+/->, M6HUW?)PFASY*&O>\%B]A1F?ZOJ3T8?:FXC.J/! U'K6'0"9J#H#N$\R-H'G?[HR$$_;:SH6\7U#2Y MHGH+T$D*O5[;J0"&#F$XPY( HS%5)-(M'E-&50X3$2>8YX!YI VSN6 LMT7& MM5&Z&*FL9 Q$CIF6?[3@ M4<5P>@%,NY@[J^B'&56W1#*CUB@Q<*X$Y4IK$9/K-0U=G3'7 4:@,>H:JN:: M'X MKI; W3C5^*@\-/FH/)Q]!U!+ P04 " !Z/&%4.QZF]"8$ !]#0 $0 M &%G96XM97@R,S%?,3 N:'1MW5=;;]LV%'XOL/]PZF%%"T02*K]^A+JZ;VDFW8>C0)QZ1Y_:=\_&BZ=.SGTYG MOUZ?P]O9Y05<__+JXMTI#+P@^!"=!L'9[*Q=B'U"8::9-,(*)5D5!.=7 QB4 MUM:3(%BOU_XZ\I5>!+.;H+3+*@XJI0SWL5;"FJS60FEMS %5_#C5HRV:X9\2>?4&+@ MY/RN%'-A(8Q\>AA4AFERO8N!AO4^E/M@W4/Q&S2N1P8;T+Q ,LO,+34:NB%XIV LLWR)]@:>7RGC M0Q1%$),X)D=.])P8MN*0Q%'1A7Y0F1SWV=%ATK<"@\9);QN&R8CLH.G]1S$. M1XT8$T*2C[@22J)P%U?D=OS.WG"?:J61'T@?Y$..S,CADNFL!$PG)"&"6PM; MHH:I\9SH*><8J"K1ZL]9Q1S93,DY.KD7PF5C5G,C]2&I8T9"@BX)7#5A/HD[@Z1'8Z:MP0WC6V& 30O.;Y9;CE4 MRI@C9^T>$&)><:B;3:(;-RK[HTW3227>0%R;9]^G(1T=0\X+D0G;LB5CIH2B M4FL#N$^!,ZP3AG89;CC3IM]OMM2<>VX*,"NA_K@UQM_6ZI1(GWOD?>M=(__$ZH>''_G*5?^/CY.F=L8 )X?WWY!BXNKK^M MN_^50I++(]SCQB![5X9;^VU=_9^<7H_<_0??LH^\7?_^7\$TZ/Y1ID'W,_07 M4$L#!!0 ( 'H\851O .HA!0D %U5 0 86=E;BUE>#,Q,5\W+FAT M;>U<46_;.!)^7^#^ ]>++E+ EBS;:;M.&B!-LFUQVS;(9G&XIX*6*)L(16I) MRH[OU]\,*=M*XJ3VID[B1GFP(VE(S@S)[^,,:>W_?/SEZ/R_IR?DP_FG/\CI M7^_^^'A$&JTP_$_W* R/SX_]@U[0CLBYIM)PRY6D(@Q//C=(8V1MW@_#R602 M3+J!TL/P_"P[8?SJ1_;K7(Y_?D2,DQTY9I,MX-VD$G>!V15@L%!BJ9PO=/^SDQ M=BK8VT9&]9#+UD!9J[)^.[=[Y1VK_MA?E!IT55(!1_*ON;#T;S!]528 M,"S;'RB1K*.3OT1%^E+IC I?N<4N2^$&W)7,2XVIYA1:)*5@XV"?$DDS,.'D M3$;>LA4VC_1--\\8M4QAUOWL&OUK5PZ"UTOU?:&'5ZMX6S +0 MM4HOK3MGJA %@)ILB7>6C=];#+Z/(P&_4'1FU^K3)&&QT@XE?(/O:'PQU IP MH%4UXU%,BH+]$*4/;N_S'W2H7^G,6[ID:?&=$Q(YJ- M.9NP!+".&W(H94$%.6.YT@#SDOP.MI"HW?HW8OXAK&H*0S[*.-B[WBOPH?$# M,1&^ 2YKT'PJ(ZD&S6<&FIT:-#<#FN^H :@$7,RFY *FA6#)D#4]=FH/FHD" M#:6R)(9Z*)>PN)["DMKJ@D&MU#)88;H5-"497('Y@J04%]6:J(R[];F3NR$@ M6'%13"9@)P2LX93"MNJ'FARV: M-#4_/#-^Z-;\\,#\P$C*)2 P@OD"<9LN\Z+@L:X\YQ*=X+,V7,:B2*!.0/4* MO#:!$;@64Y(#*".?(,\(L2",$JO-M::!DQ*7ZFRB1"% %A" 92[YHS3)Z9F M1%*A)F9&(6=LR UVC\6,CTJ]WJ!EL\($9J;,#6UK,MBB&5*3P3,C@UY-!ILA M@_,KR/GK+V\ZT>L]4\)]F6+&Q;5*4PZ7#E,_$JJ90V] 8X[H!SX@S" 2"5OX2VF):>/K!^@DO^"JMXE$==5FXHO=)0"@VAG=>Y!B0P2=7?9OZ( MVD'OU1. R)I :@+9C$FT)I#-$$C"#'@)H-0E:KZ-\TW,(<6T,*L7P63.@)%Y M2SX]I H-%<"R?LR-"Q9 BDE7#VZ)+L*,:JBBF:".!,K\T +(FV48@P\YA!R@ MBU&")]0Z10>&)QQZ!@W@/HOE@B>)-14&,TN.,XU+0[G00AD&"EFW-=TD.07V MB0M!,2("LYP2BPP5E/#YKFJ:#OX;,!2$H 7*LV2K@Y2:9&J2^;%)9E"3S$.0 MS,I+_1M8+A$#5*.IBE!E@(=S+@YI#J9 ;U0#Z<#KC@=HI) MJV7-(O$Y5G" [SGKBFAE)\0%79>E07FA;(5@A=_N7S3P3$*%(3 P_BMC8$J[.T:K!)>T;DTPWV; M]-O[X&0PVQ%R)%EZ O39P\IK/MBB25+SP3/C@Z3F@PV%'!YJ;T(V'I4J=PS< MDZ6\L$:@@;DJ%<>%1F"N)(:6U)HI8Z%HC)OI*>@'%?U=4/>KG)U;BJ3 ,! " M7),N%8\!]]TI+SP Y@[5>KU>>JU&U,RS:!@W.$9BB8NJG#_*B&=*!+]@HCSR M=4V^>6\7;3T+/1&8K4FH)J'-F+1;D]!3VIUWOYF8\U=SL;S':*/*(8N5/K+ M&FFU&[LG<]5HD7"KM)EGLMP-J#++.+B:W1%+#135+F!)..CG*MD!IH'0Q6!H M!-_8F3-Z9'\7'-1W5%C(&(UX6>_!;]/_(9K 4[6X4>%^2 UB M>+HIY@Q@N\P_S??")XQ>8$+);Q2XE)+;XG _[)B=L%V+#,IM:W\B;$E 0!,H M:-@\'KB5.,J-$2BBT0G 6RZK94R3F"*#K@9_.F/*.&SI6>2MCQ5J%JA9X,=F M@7J3?%,L(*;@(F,Q1TNQTJ,&29W)!V6O_73953! MLERH*8.GDY'RH02]0BY !M\E\W5C&"R%Z8=_J8QO=VTN*(48!GO_#CY9ZM3N'4[=!4KN/))7']&/GZB& M=5W4))UVI[/T[RI^GS%>;G TV_ZDOGEG#HW-)OS]5_.!.OO5;L M=%3/PGH6/ICJ]42<3\2C$6#,Q,E\Y+FAT;>U<85/;.!/^?C/W'W3IM$-GDCA.@+L+E)F6TCNF M+<=0[MYY/W446TXTR))/DA/R_OIW5W(2!P(DI0%2S(<$VRMI=^5]'NW*\?XO M[_\Z//_OZ1'Y\_SS)W+Z][M/QX>DU@B"_W0.@^#]^7M_8;O9"LFYIM)PRY6D M(@B.3FJD-K VZP;!:#1JCCI-I?O!^5DPL*G8#H12AC5C&]<.?OYI'\^Y;T9C M_+;<"@;_T#Z3#7;9"=M??V^"$%P*)M?V@XGT+XT&.?F#'"HY9-HR388[S5:S MW?PU)(T&"O14/(;OG_8S8NQ8L#>UE.H^EXV>LE:EW59F]XHS5F7NT+)+V^ R M9M)V6R_W$B5M(Z$I%^/N.4^9(2=L1,Y42J6_9OC_6#?$EK6#5[)GLKW](#LH MC>@ZI(+W95?S_F ZX&HJC!BV[?:4B%?1R1^B(EVI=$J%[]SBE"5P LY*YJ6& M5',*(Y)"L':P3XFD*9AP=#G@/6Z_=L*O;3@=T-LN%6=()VRVK[BB9&?8SA9Y M8E73"K<4*M_#VK+/=YKM[9=@_R'<5#SA$<5[FYSFVN30A%A%SG(!JH4=V@BW MM^AK0F5,PIVX.,JA&TWL@)$O+,HUA 8('UU& RK[C+R-+%$)"7_O;-<)-03< M"/+QRJ[Z]AOU^WJN=G!<)X<#S8WEDI'/3?)14'/!99U$SH%C< 6U76]@S(?$ M!<.;FF")K<$I2WN"D9[2X+4WM58-F@EA,AIQV9\>9S2.)\<3'_DFC4@)03/# MNI-_]LB(QW8 QK9P&F$$C1\Q&18C@U=KDTZ\J)_RT8!;UL"AT0TC3;/:#9&, MNM\>R+O+.AJT5KK[@N96+>]TP2S@7:/PTJJA4T8JP-5X0[RSZ#:^P>#[.!)@ M#$4G=BT?+3&+E'9@X0=\1Z.+OE8 !XVR&8]B4MC<#U#ZX.8Y_T%O];G)O&%* M%DX?TIEW6;F'HEG+_2'XD0$=,J+9D+,1BP'KN"%OIU5F!#XT?B(GP#7!9@>93N9,JT'QFH-FN0',]H/F. M&H!*P,5T3"X@+ 2+^ZSNL5-[T(P5:"B5)1'T0[F$-?885M96YPQZI9;!LMDM MI"E)X0C,%R2AN+;61*7<+=.=W#4!R2)F#-5C%$GI!7-+]6F?!L[%H P,*7!F M< P4B+B.\A3$)#0OUO@0W=& F!P_9NU'3+.B$S0@Y49 P@KS !!K!V"@R5CD M%,1^,U!-Q6 FY+#@E-ZX[(:*'S8H:"I^>&;\T*GXX8'Y@9&$2T!@!/,9XM9= M 4;!95VZSB4ZP1=ON(Q$'D.?@.HE>*T#(W MQB0#4$8^09X18D88!5:;*T,# M)\6NXEE'B5R +"$ BAWPQFG3T3-@"1"CHD) MS$29:]I69+!!$5*1P3,C@^V*#-9#!N=SR/GJQ6_M\-<]4\!]46+&Q;5*$@Z' M#E./"=7,H3>@,4?T Q\09A )N1F@.(JED%A@14":'=IAR:"4\C&=: M12R&TX9L 6K'#&C 0_-<2;^T);"SQ4I; GCD#V$LIJ6G#^R?X)*_Q"H>Y5&7 MI0=*Y@9*8""T\RK7@ 06J;J;S!]AJ[F]^P0@LB*0BD#68Q*M"&0]!!(S UX" M*'6%FKMQOHXUI(CF9ODF6,SI,3(=R9>'5*ZA UC6#[EQR0)(,>GZP2W169I1 M3E4T$]210%$?F@%YO4AC\"*'E -T,4KPF%JG:,_PF,/,H '<5[%<\B2QI]Q@ M9MVJ.LDH\ ^42XH9D1@EE-B5J&"%K[>52[3P7\]AH*0 MM$![%F]TDE*13$4R/S;)]"J2>0B267JI?XUKED\2EJ8R(?3'A?H(!]N,9)#\5Q6Q2 MW%44\\PH)JHH9CT4P\"%N5OL(_ZR)&&1Y4, 3;-@AV%:)ULB>?&'BS<='*- M0T@\C-_:Z*G=E[QP08%2<4' MSXP/XHH/UI1R>*B]#MGXJ%2Q8^"N+.2%%1(-K%6I*,HU G.I,+2@UU09"TTC MW$Q/0#_HZ-^ 2X[Y[RP@? W$.U7J_77JL!-=,J M&N8-CI%8[+(JYX\BXQD3P2^8*![YNB)?O[>+-IZ%G@C,5B14D=!Z3-JI2.@I M[X$=)FF'%S- M;LFE>HIJE[#$'/1SG6P!TT#J8C U@F^8$');Q2XDI+; MXG _[)@\8;L2&13;UOZ)L 4) 8VAH6'3?.!&XB@V1J")1B< ;[FJEC%U8O(4 MIAK\Z8PI\K"%SR)O?*Y0L4#% C\V"U2;Y.MB 3DFB8;U=ATPF;D4 5#=_4BN M@/^ZK^MP.51BR+"X(VF_^*V?+K(*EF9"C1E<'0V43R7H'+D &7R7RM>UVV A M3#_$NV66CZOE7MGQZD6XV]J;OI+C6YBE" ;,TIBNW9MGO-=FA%4,U<"(=YN=]LN]0O.)\]US<23,@,O1'_ADFK1[M95FJSB<*C _?7AB M_O9^Q.E\#]'370Q6M_JUO=E8,TIGEVZU;3)_QPV)2]1!S]WNSGO1]%9B '/YY=OSE_/CDR+TE MZ=/;+Q^/3TJ.#CPFW@\86U> <2WWDG/3;_>[76X+E )[-E+W\ GK?5>(/E $ MEE]FMX!#IY;>':[?&(R+7E=6!6(5B%4@/G @_G-:)Q]_;K1>;^LY562\PXI7K>Z'Q2O=?T_4$L# M!!0 ( 'H\852@2 NL%@8 (H 0 86=E;BUE>#,R,5\V+FAT;>U: M66_;.!!^+[#_8:IBBQ2P),M.LJWM!O Z:1.T.9"XN]BG@I8HBRA-:DDZCO?7 M[U"47-O-X5Q-VR0(;(OG'!^_&9'L/-\^[/7_.=J!W?[^1SCZ].?'O1YX?AC^ MW>R%X79_VU6L!_4(^HH(S0R3@O PW#GPP,N,R5MA.)E,@DDSD&H8]H_#S(SX M>LBEU#1(3.)M_?:L8\N*;TH2^VV8X11_D"$5/CUK-J+/FP$VPJJPJNN$5>OG MO@\'[Z$GQ2E5ABHXW0CJ02/X(P+?MPT&,IGB][-.#MI,.7WKC8@:,N$/I#%R MU*KGIEV6&)D7CX:>&9^)A K3JO_>3J4P?DI&C$];?3:B&@[H!([EB A7I]E_ MM!79GM[62S'0>;L3YEMS,Q8#$LZ&HJ78,)M->#T1)M3V;0TD3ZXCDWNT@K2$ M5"/"W>#&NBS% BP5U+4Z)8H1G!'*AMY6AX @(U1AYRQC V8^-QN?(RP.R655 M90DT&T%TL2EB5(ZJ>;6[NCWF[E3K=RAP]Q!A+64PLU%?5[#Z =M>* M'8V5'F,1& G1:_@4G 2] $YH;!5]^2+:K+>CYD:]]BOIW-70361N: +SZB\H M_::^"3(%DU$X(6I !-7^X1FG4^C&QM8TZO7&DE&N!^B-H+'^H&;8$Q!+(9S6 M,&$F*]3M"C$F'(YI+A5J*N ==H"H[G^P:G>1G,<:]D0>G4/I^!ST7Q3K"]Z\P"?G^L_F M;K%'[;I(WF6 2$=$V726N:RX(FG"%+)TKJBV?%RSU81S MP&X4%>;(UCI'@M:UHE?*!!&Q+<KIC!>57!<&,&6N!$W M<I?5];M M]C;NU!!WC>-0A_"^>WP(NP%TC_=W#FIPM!ML!W.&#AW2SLM=5C1X"^>W<18)?5/-JR-P0$.^)D@48%*;4"(9L%3!<"/"1*]C-$4W[WP/+NWH[1[OG?3W#G9@/X /'[LG'_8.GB+- M(X\TBFF#[ZP%)#C17YAX@L2CAL1?1S5X5VQ!T*6$X]UL8V(NX?CN1KG:XPZU M5^QY_!07';:)H2W8)RK.P!W37G+*O7FE,@]^R-V%\KQ7*H9R(I**[2NF8:*8 M,52@6JBR/;:HCC 2&$R_O0R0$0T#BNUS)4]9XDZ0Y_;!"N1.&.?8"DCQA5+BI*T1E M<@ ]Z8 !8 !G9'0P>'AR=&QH97@P,# P,#$N:G!G['P'6)/+MNA/[T2J M]*@@H( (TENPT$2:" A(49 J(-)K*%*D14! D2H@2A6D20N]2N\@O?=$6H"0 MO+#W/F?KN>>>=^Y]][S[[O<,WWQ?R*R9U?Y9L];,6C]V%#L#G+FMJ*((X.'A M ::X/P [ =P$2(F)28B)2$E(2,C(2,DIZ:DH*2@HF6GI0/3L+& .=A8VMG-< M5WC.7>#G9&/C%;_$?U5(1$0$S",I*R$L<^6:B/#I)'AD9&24%)1,5%1,PN?9 MS@O_AS_8.H"&%/\^_C@!W@4 GP:/@ 8/VP2 0"/".^W#_#'!P^?@)"(F(24 MC)P"!U!Z!L#'(R# )R0@(B(DQ/7ZX/H!0AHBVO-"UXGIM!Z27'"D%_:/3B?E MO%%4SW"W#\%U[=&S #)RQK-,S"P7N7EX+UT6$143EY"4NGE+05%)6>6V]CT= M7;W[^@9FYH\M+*VL;9R<75S=W#T\ Y\'!8>$O@B+B7T5%Y_P^DWBNXS,K/?9 M'S[F%'\N*2TKK_A2V=#8U-S2VM;>T3\P.#0\,CHV/CLWO["XM+RRNH;\OK.[ MMW^ .CPZY0L/(,#[R^?O\D6#XPN?D)" D.24+SQ\MU, &D*B\T+$M->U2!XZ MTET0]B>EOQ&=7E1/QGGM+H+AT;,^@X!6C$ MA]5QR"&9-U-LT_.2;VN<:?:,S#*T=M-]+R/CID=K6%GK&7SOY57.LKX(%\DZ M8 8M^=@M!WT9J9"2RG%W2W5T=U(V2VT_M/.Y_V'3$[+N?E^C48F6R_N!6(#T M(*2PY*UA#U%!2$XG*,[!?=]U-%$S59CLH>7X5W$S1]9@SQ0^2R4$)C_K?4V. MQ[!:@^G M4$VHL%XDUW&[IL0QQ/JBA55R,TI>TH[U^@!:!5$[WU095ZE6,-4H^WV-<"ME MLE$(UA&;]U"L@$&9@&.IJH?$1H\%'K!KI+@27/&E.$S_OMNC#!ZD:+>!NUY3 MI49P@3=/MMI[+/"X2H6]!EW<#/>A)>;/<$)F#+MZ5">"1Q?+3MC;6#T M/MF&M+PTZ%PH1]4] ')=GKJFIGQ@DV-M3>,*?W.]::LK_5-9?/<,QXQE6KD / M:/V#IDN[JC^QWA37P>W2D,MPP3X5,LJ*;,RX]=VVF[5,VF5LH>S MQ1[(UZVG\*D7[]&S/%]_:%>HD3VE^,Y259O@MN8"ONXM[RO7%_#:UN69&7VE M2J"4-D;8<;"F MG[@#8HL5>1Y;J; @2>@\/:8>TP/-F="P/[/LK>Q6G>2B M61V[)6N%WXB:UGJK4C/BO(EG7R*MPD5L43TF@VP9C5%^-ZKSZN$GYL&RJ< + ME1,4$SZJ&F7P$JCPU-+%1![,]T]MD.A""<3[#.ML-/D;^P5EEH;QI?XEX5&K M)D-\_^9583XYG,#XKDGZY'HSAX"5P_B3H< MLGK+8@$'R!&_;LV&'MU8.WO^R)C%$[NWG:#R%'<9#@FT;XO M2VH\J8MJ^[+C^28IPF\>PVZ\!PZKW(2.PP0/IK+#!#Z(Q;[:8_8.C' K_]XX!^"4-;$7B&U?W ;<:?\_N)K^2!?\/1 MA05B:+! ),^?O (.???!/R*!__[/6RS Q8D%6("I7Q+])=%_C40+KPS["H]; M)0[MQ\F5YJF*)FT3PJCC[#4KD]CL7W*0E=5_:M K$B[9=D[/<.TJB'?\*2]0/SO<1[ M/S*L])/6=$36O3IM754GMLN432YH<"GY^[>0S#EMZZX [\)X?VIY)QHW^O8* M^8[U;A?!OW]>/,F9O#B69,GJW_(4XI/B_WX-&Y(/P+ M('D20$=6O+&2._):5];*N$]$\941+\-[+UZ[U%\F5K#6DF[]5:'):]2 M+.4HU+1A,U_S*RD3B>^UEP!!RE#6;\Y /LX9< MQP@(:$E@ _JA\G4 '"T27 M-T[O[V"!=\TX+OXW_L2_OGGT1,I=<[=M,'Y<0HL%;&Q4H_=M+5DUCZ2_GUT1 M5LH"//F$WUVK(M)AYE<'&!#;D=QARZV^YU/([MY_/+AE+$D3R/N(P4B3241YOJTU?88Z57 P9;,=^'C+%[D=H+++<'M]Q@$V4Q7/Z^R^9:9T M^;.2&ZD^B05>TAE0!;&?S%HM''41M^)";N#<#-@)^*(["?J28"AT5Q"ZL G' M FR%F7)GK1)A(7)LJU+JN0[[7BLRV\(":\=N=S8D[UZ?#;DIS^Y#KR5/],\T M4YOI[^+N7I@IZ"Z>X9Y_+K1M8G;[V ,+]#W"F8IW80#O?TO[DLKH?MQ82U$^ MG3O-FQ21E6UQY"1BA MJG-%T_NLEIW@HU6>'0HLX*-)(I3K+8\\:#8\Z!?A4TG[;,\RW,JY"-D9UHZ2 M?J:CD>7&07&2LO&DNJJ'\0'%6.N%#F(^W'-2_8WQB!*4[\48FV%=R1!P?U57 M4W\\6WE6/D,N>_ XQ68/N&[YV#9[7,GZL1U5:;49&3TO#;T77MW'E7_&6\OK MTE (UTWDKJ@>- L3/7?3UN-BA87$8;BB3CN[4!7;;CD2I=K@0PX3* M')\T,1:AG9I8/7M[L8#[!=Z]\R'\$X' &-?\< '*8J<18;2*:/^"WUS-]2)?8!X'YO3D?ZXNB3,4JOW&B\/ MQU@:E4W=$'S!'K%]4HT%5HH,G7JH2@1$FXJ::><%.8FT8OW;#PK,[@Z5K,IH MI*MQI-L@%?;].?,Z=(0#F27KN@ 79UWH_A8,"UPW!*-)-9 9QVY*6" M'X8A MY,&9PB"&U).J#"S0JXNSD_AT:"O,9!\.#1_.D0^BK/T-Z"1@)66/A:8J(2<$#V!(LY#6F";DV!,0!D$=29U M7IZ%_A?R7\C_?T6>4QD2CI;,&JL9VOJ2W4Q.&;O\D6<4>*;QB1ZO]'XM)](B M9%9:L-36($(W1ZGM^>+"O@Y;:IWC5+5&"[1$H+E1%A:X>>>VKTGY ^X'6* B MF:3HR0F1DS$[RC87-7Q\;-)<>RZL15+=J&#KYJ2R+'[L]ZAI,:$5*P*S9A/V MTFV:;UC@L;M4AY?(FS(N?YG.CTYC]\P%9V-7%" -4#R7Y&?\6QZA-U Y,]2+XW3;XB1X(P*D_(Z,QNO?1 Q>EB@T@_R)4G^U/=?@'L MV$WY3X$28D5)#H^9/4BWOGJ8[>5[]F F^R%_%2W4?A6, M$^HR)@4G=8(;8;C>/F3JYE^U]/NDX%W$7^48_:,2E?]6B9E0G Y3C]Q_5W$+ MM/1W??B)\.9A@X/_QL/18YYO0E(=&:Q*Z29[<+]]IK$?-Y3T MB;]!\'"9*4:AWCZHBOJ-Z%B?/).43W-7=LB4 *3A0,S$+.)BZ?,=^91'_GT& MXBYL4/.Z 7.JTI?^)\Z=\++.B]\^E<1\TM6Y12.-<&-O#IU_ M[^4ZJ$GR=K72\D4)A/@!2FI"09RZUJXT)7L_-'ZZXV4,Q_4*9>:;+^^=;S>F MIK:M['-N*U$C;[S]?"NJ>TJ" ?8TAQC*IK/&BR^9%KS$'>8>+_ZOW5^ZOWMUZ"KEJ^=4UW4,-+ MFT3[D,P>1]$Y0SRG)^2\O!OJ9PE38]F]1B*A#3O#T!5]1"$&@)R&(;=.,O;X MSL^R2ZL>WS.QM]U-,@P^1!>QA=V/:N0GP0(?1KKNX:V!D*WZ[ID:*"69JQ$= M-RKOE]T[^K[ @VI943US%V<6ZNL>DMQ27V[Y$%K21QDI_M\%&0[;E$=AQ]1^$H7DZ,N([""!ND#UJ.\KL)0U MY*THWS=,6KO@9.?I4<_K3%(_LLT1_?^EF]#+V4O[H.(^6?;_'1$A$> MS=P;_)NPCJ$=M=RR.K,N;<*C7C&XQ]IZR>ZQPT$J ;\ZWCF\#9OX$"15J27B M0\(=QO7"QJ?KQR-- MP_^7M\OOLSZ.KAQYEQ]%#NJ6?8KLX<_W@QQA)E?P)]VGFPJC&!-!R9FHQW/5 M@RUW50MK&+[L;VQ SD_+A,U5NR'=[B.[MM&<*6<"UO@N371^O>W;Y[8F:M\7CVQ*9OP98U_(L.[9T"=FHOFBAYB=T"Z=GLD.&1)@-#&XQ$ M[Y[>P*-X64&-@:VX_81VUQ4RB1ZSO;E*O>)W,MCJ M;?8>;W,W"I9A/4[\AOIMEH&2K?69AE:F$Y4UE2T-;C_);7QOB3YO$K.R;H@< M1J'IH/_#%"8-ZN(TZF4I:_OI/WETE/KZN(:9^CL_&4.M3ZB:+/D1 M*1C,6]K2H0)/H"U*M'U%^&&+FC[".&N>#*UOQIB-I&MD*7TCL*0_VD.G*MBF M/,YXU5V")V7H,Q(D']*T(KW9Y1J_I(69>O5-5N :@+\+*H$ SQ MI1K<30T=?Z V*[D!+8YLJQY<=+/:BO.G>=7304H(>O6=K OP(;L_=1')GAWL M#"]5AXE\KP@>[C__YHH%Q%64(WMWW5 T/!>EK3PBRFITXX@OM72<3Z"ZU[B+ M0)%UVZS39;TW]38P(Z.:-FD%(2GU$"4&?3">YL[XR&2X>'OYDYH5.N+/]26IZ<51K1^L3>@;OBS"6 ABEZE%N> M8+&5S3F-6J/^\TUP7>3.59VPADW+*0]=8OF)2J>DO8*,NI=JM@@LT-C[X)*^ MMKJ?<$KN=VH(.3<"$I)=F>+!;V+7U."1/[RD4QY_/?#+#-5B44? L^KHV"YG M66(B0*_FV'(,O,&A-.X^MKQLJ94TG_*F0$D39[S",;3LK#U2>N-0GX4G.V(^ M]56N'JL##!-_>ZL+0.8*]OH@EZRP0%C5R"UT5C[.F2# 7-XVHOL>#T/EUCAK M=!A,O_.[^@ON?PY<6G4-DCO94F!QLR=DUR&V4(NK#8E$R%KNRRK=!^9W8(%SH2S\E(:>-]AMAL*#?CFZL$* MON:RF5*E %BAJN;%0]%:YW&/:\B-/"?X*^[B%TTCS/,V^*J KW]MTO"R?RVQ MC>>3^*/:4NHWCL\ YT^5%N81^],E#T-WV\'&4W$SH& 6<;_-6R\_5 T9.0KL MA@W?S1VP^5_,^'?'T=/HEAB<7#CQ]>*DCR5A=+7AL^O>.1_9S!;96^5J M.+W/(IJWX#YYZ\0[=RNJWBP*=0G1O#?DQ'OJSL06(YM;-5"2+ZU<=BSVULS. MDEC5PQ7);QL[#6@25?ZX,=8-01?L$ =_' __=O,P.3O]+[UYR'N+!>A17KV\!"]47$ M=M,T0RD4I>RMXN;(F,SYN" 3+-,!";ZX9!B^ MGM;P^SBD/MD5T@+L7H:+U\JG@4S?%86$HX7K:.8$N ('SA;MI*(8P(@$=UM, ML /%B PPP)S'P@LPMHT&%#/E$@3,:^^JN.'M[5#\M5.X!G07N-&+("OC;8B M4 SKQDSWP5<$'V(!_TL8D=R"E:UZ/9TB?G7@+%D,5 KH?9<+M=*']BS"3TY, MD!G'-SHQ4 $LL+V&!2(!_=\ZZ?S='+ E 0UE(A3U =;S^8"__2IM9'\LJE^ M[K@3=2F\+77@0 3/-VQ.C@E]72.4A?+@[G7VTI.\J0<(Q28_$&^C;&C;T<>" MJ7_7#Y.9GZNM]I9VR#8Q<(_>35:C#)X:F_5X6$-@O^"B([$9O!F[QY;JC];+ M=2^?8XAU3S4V$ML?@4;/HO(M8%[TDM;BCB_E'L9H'-<WZDV^BM4GD,] !%8WK$SF!J_),<)9DD[FM2JU P)291":4D]#7I6ZX_(6W M-'36R-,'K$US4L"@"!4H%^SV1Z:@)@.W0 ;M:: ,J*4L@6ILX\CX;KQC[?N$ MPB>QY1UOAWLD7WV!Q<_@X::\6H+&*!DR!SG"70TBOL_3/_RM&7"Y4_ MLTUIKUIC(!T>AP42;"'3=UO? S1U-DCYQ/==AL6U'-T>&:E+A_MNS#$I?9,AW3&C0[HC@%[5\S!>' MMO0BRS)H K?/SW.LL53GC,P6-O6$7LM:JI'91\1&VZA%;X0 Y7S]: M_!CB;J(R)I;/?U13MU8,OLR&!2JK,4^42@$/MU!?2?<>DS#']T']>;&L7>\8 M74C\*V\.I,P(>'CO=+DX7FQN*E83B=!?B Z_)K2F(A-K8F]C3(:8RDV_\L(E MTS!2R)Q6H(39_R9UR(&YYX@L%B!7G5T^H9@^E';$ JV\!'5R;.AK&J&:QH=2 M&ZYZ8A%5,U[/%C*<3=VH9P)76_/=P(BNL]!=D>M8P,\2"X07FB*F&WLHW!4Q MJIL@U>.+7XN8C#!]_&]N7&]A#UW+^%Z0XB?G"AU[CSI_:<[6U;X^GPG4X_@! M.INX!SMBXH=N=X[T[6J2=.-F]6P]H62$'"RNYA^+KDNK3_K6E4D0\Q"([D;2 MX^U T-?<7D!6KF7Y/H,B1>"(KBDN+)#6'7=XFAH^TH^;XBL6P/UZL14=+))T M*S#G"[6B'@1CFUA;P+FTOSDR@I]$V%6!F=[F# M>I;^5:F@Q%V .Z3!@0G:P#[_5G\YUC[5#1/I%MN0RP'&X(]" M[AR-C [-XXCKE@/A2([_@K-&LUA@7F?MR"7&NO)QUO-GG9<-;[S,BQ5;?IH# M\'O%1JGA;-??9%:MG92KC?C^ ($R:5B8#E6Z#YRQ%JL' !1A"+D>UX6N3LP$Q,]_T8 MHG.?YUWEN0B^NG=5K;+!X:DY"(=*KGK9G&WXQ9BN@$6/;YRA$D"J5H\! M--!%H\A;9B##1UI'G,4BE="-L>LA_S/[>W@!9 S>#5=]MSP=VX'>83T,[3:= M^S,C08W:T-5R-47J..T)'GV:''\_68+0MZ7Q$O\>[!XP73 M'.&GDG)[7VT\"Y)Y7NQ>ZL<,O0O?Y# /%XZ[D]:B\61$0^3,MZ8^#5I55A\4!/_ MU[A?XWZ-^Q\P+B?Q%0=S7U[*SMW VR5EZL4];%9P=243&Z#TI]M_ZV+WD%LO MF!>&1785UKJ>^8&&JS6:4UF]!2UK)QHP')]K7S^]4F 7<$.V8>::K[1M:!$B M 8:Y9!3>+O"//HO+.E M.3ET&B.((N6&R\74!/28()7 M+9I.6#&TDS=%R7:GRE1[$XR$UKT@Z=5[]]X_XY8_9S\_#;WIY8ES!+MI($9$ M0KT)V7T/-[F+2**4+,>#VBZBCE;2HZ0M![3;JG%C]B3*]O9G55FIY=NE95K? MFPF+WIT\I3+ -/9#5LX^QGDRJQAZZ,-5\"Y%,4Z2SCB?"("4B\!PHMS! AJ_ MW=5;_WE7_^,P!GHIXR#')0]&*><4P]<+8^3L>5(?ZV:B)-+(?E(&^(<,B=SI M<93#[5+;_!O3MTO*C4]UD8$479SB0G7-4/%Y&RA&4A<^E:",[Z27Q (>P1HS MF5Z])'E_FX71/53M,:M&2YR@.;*+:HC8T _\-9]8HZA<=R* MA4L784G%D6!!/*W6'QV''M13FMT>F]"'.SK-&=WENVCV)3WPH#]5TW K<$M< MD[CG!<3J6-FM<3;_8@'3TRL.44UH&G7EH[@"?".].<&F,4IM&RKV<(3.DJ&A MJ=P;UM:37=L5$,B;&V$9PLFA"&/X-N,DBZ"3/*AGO8=S6(EPV&P'RY>N>U(GST IFC\K&'%\ MG2>^]88R0O9;3"M2M/PD)!/:>QGW=.(-H'DQ3?W0ORH,2)VHE%_/^5/ ITD- M[E@@^U0Z)AMJ/!A_5Q,4=>JLTH\+(8WP;Y(P?A+J/QSV8U[,KW'_GXRC$!MQ M'8E^(V!_(1EOW("'$F^W;5O[GMA^_+#CZTV[.7^R;[IFZ8H\';,OCF[36D3GYC++/-BV8(WE=-2,@X>(ON!8/+' MPRZ^/RZH?LN*3B.?SJ/2^X_43.F+8RXA]F.=[5S8O50_5P!"87/?);X1],Z& MBN:;@+UM7&+GEBK;ZH-_C]J)_>32L<#S[7JPY^50 MLEH^/%)V''98-L ?'CWX6(6Y,&#]6RTE^C:B-;#ZO%NVK=ZS1J>+Q]TY+Z\% M!$L,/B/)202.Q,)FS% #B/V;_G,,),R'^3PF2W'/!,,PA&_MIVG'(I*HCA,. M_>79XQBZ%) 4]9_IRINE)%H/MCE-EA2,PIM36),^A#2QW NJW>H<[?9-ZB5N M9K@KH*>>[';S@T';M8C,#@\TE>%?#KE(6GRY-4A0BEC V$NWDM$?\JSPLX?E M/;:9^7CV2,!!RQ@/"U")8H&[,,P]^+&.FN6QZH2*![FQ^R-E@3=U,?>WJUL4 MMFXTCU1KOW!\-;!H,9SE8(C>5J[H$85 M4F[/2Y8^ZZLWOZM4 MJVDTG=6>,"Q7V:-U(Y+!;%UIG%CDV-O"T*.L9QU(VMI"2_1$:> M]=H/:.7[_7NVX^B O**#3242AVT9HO?NOST)+J_C?BA+%LQ_+WF\/(^ M0;9)FP$^9>]T?M@EGCA"\)MPLVP9+UUX)(;!)@4\K6I7; M:K)'0BWL*=!ZUZ/+*1K%T_*T(Z9YUL>#2Y$RK]*[[B,[Z:$50[PD+QA"ZW[QU273W[MH!7_=Z1NC.)M,\ M1U=EE0:IC=M1Z_.2B4W=%B^!&\J.CH3(UV-&*G==4^2Y[ EZPR;22.WR[3;R M8\;[I_C<.9F4W\GG9(Q2$ZG]%U4F](>IWP[P?46H^8R>8#?[[V;PNYUF\-_/ M/_HIZUJ>=5=+ :#_VZ;+73X/IG9WU-BO+;6TJ;/L]+C^\N3,8YQ?TN4"'Q=L MC#>,51HH%+U$HN1]G?F(+AX+M"H 7@(W7=SLS.Q'SKK1&#; /54>7(!]E-'K M&%]NA3.O5<5T&QI=H6L1>-09O=63XM/"UR,J8')W^(K,B89F94W"\0&=R'-? M"S^YPA$Y,7>P G_X1[D,82S0*4V*QED?GZ3S:);J$8.3C#W5>*L2=MJI47"< M>:437^K37#]0N>C6MT8:E! M7#.OOWA\ 5KRA1+**4^68PL_4WWG_KK4X+!8M_#=M<4G&7P;;^[BO!*S![(G M):YNQ8;-'D1SW$*R%3Z1=3RL0QHD4XI(7G"E/WYX%\*(6ED7PEH:^ MN0O)L:MFM8/#%X?2X6<),^,#A5Z7%>#-)"T[KJ[>QP*( /=&3)":$Q8@&H B M1;=]V5'BLX(T[JKJM8,BK"=@K7BV!S>7E:.*\>\E%R;A*\JWWN E" ]I@! ) M[NQ#66R>%LF0M5LMS:T6__EC?4J %IN?[^W:H4"/8Q'C*VH)+](2>M6LM/C[Z._,XT1$_K2DN<*;O0Y4WC(\0;5@:\<7_ARA%YFB)C&J_;)$HI5'^0W MJO*)WYPW.\S! E(:**5:\96, R=;]< TM>N6X(!M"?0'_ 7X9XMJH47;1%O/ M;3V3%9N/)\EH:WO]S3U9MNBZ,*T["O2MDV0(0W,^JME8[='BFB M^F.(UF."U:2[( !M4V*RZU6CM[1V8;@!X_%23\'Z6#6]KAI1!=(-WH&D7T>O M>_;LAR->C9X5DRK]S)'9%)6!!*7V^TF -ARBXLU3Q0WM C'0?I.3I*6B:FTG MI+ZWN)/#G,X0M&CB85(/[:OC]7)^8J6N\AJOFM06.&!L!YY(N9DZFS*NTSI? M#LZ_/F]GTE@KA^#.2+?"7.X=WMI06#P\" M.:MZ#JX4%T:_?F?0@KTI M3@.<6@NHK$:M$J'/950R; Y\^7L=S$JJ C;3!Q82K9EUAD+!5>2L!!E7TT Y M,N(STR#4[8GV/NCEVMULVU[6:P/ D$W-D)04Z_FS2CNZ# MH'*60"_DKKJCYC6,5 0RC^&/PC?ZS :ZYCG76OSD7@U5W\RPTO)(+/MH:5[1 MMK-T3V"7< '#L&PPO4DPC40(^0N]7CBQ@)+'OK8?+M+" ZQ1#!+B R"@-1-('L>B\17ZT7R62 M#181$WH.8(':L3;8.PH9>QXH9[X MO!I8H[;7H7!K\Z[M6S[6V"=;*C3Q$8M^W>)/KWI&/554 VPGUH;/&H@8-+GQ MBAR:GN5SY#8SX2V8:745BW#JYA-K;/%DS/*RM79P$6YW#=J\LQ][(P$ 5"(G M\=OK219Y.%/B&M>?B9A\+GA-(,PY:HWL+(7Z)YZK.SZCC+9UF_.4Z!>A>U)1 M 3/Z?-6.+7@Z"D*)84ZC"B]D0[EVVX8NU<8^+FF@" _=?!PS129,/,:M(Y3. M&NQVM<6CV?E5?B.D?V=2.L OY2E85G?H: M<542S1<]*$KU$*V0HW6%E[! D+@TG.,!&$!]H*$EL24*AY_[QNQ[NX*=-8)YQ>.;<3J%\74A;IE^>8K@:,@ MJ-4TR>><9(BAICH%TX6Z@[G;*Z73$;ZDO8%\ZV1>5W&^AB[%,AT6P ?S+ TA M%ZVLGZ[>_0H?=TLXHY3B_>&F);('')T&LAZ!6/,E3'($IBLQ;8KN!L%.$!6G M 3QN5PZ3NX8D7JP>*;C+.-/XQ/M5:SI9!*S MA)1&.++9D1OE9]P[]5WSIKA M>;_8C=TCY 3ICYW\TXI"%Z4D1KAD?*7R8+>C(?SSJ2TIZ8KN2NNEP!MI; M#$7(29ELFN"^EF*!6"0N( (\7...Q58007:&1C65]EEV&?>5!I*;8!U5D7RS M('_GE^]E\2E"V(TW2B9JTU^8M.FV_D4#8#!*ZR1W#GS$J(0A:<70XWVVM;0U M(PWN'V<]/=S"YT43J=V'C->>%N?:8@$>G*$@U\#AQ@*]Q1"$' 1Q6FU,<*S7 M!-GEAZ%!,/0E:.EI6>^-$8S&Z70U"J90&U0()B@:%TJ>D@H>KSV/F\L<.N,- M_>W! .%(@:P88(%V%!9HB/UAJM,[USK,$!)T0L&)!0A.4?\-VP[WQ!G+#JR+ MEZ8NO8)2AC+YED;^R,S/F $EMQD0R33!,LI2A6OO<4>T1JRF_@DS/D!3;Z\5^"F??+V M75EYXA*((>]I4];$IMAK\C1:%5-,RM!&ZH],ZX^C/7M"2UB[.);E4UB]*M ? M.::U(A]<6@^X%^7)(44G#V;N^! KU.F?W4MXQC3DBP/G5?\[4_>K[ MK^[3D96:VU^:3#EJW7@64@?KIC4W=8K>CH;9?/FW>=N/;-PTPCVR;A[BQ:Y2)6J51>S;6[\?7LL0VCB0D>+Z/[Q4HKG>_ MP'I!RR^M)=33+$9EQNE.,<+[JM&HAD^NC6?AOCL6N!EU.,]'9V:/!:+IJ_SK M+/D55=B21E04@&=V,Q0@[K4. 8U[@4I5;]Z_50V[=T;H$<4'NY1'N6PQ.3// ME("YR@_SRAGWYQ64>XET<%B< 4_M#VGXO]5._?4U)G^\W>:WVO ?7FXC+*-G MYICC#C$."MFAP50BSY0 M!<#;_S2'88X#NF""L[@34(RD\4X.FAK!_3[/;.#QIY=[,=VN)FB7&_RB@2#?SMV MM[[P(V\:*#YA+KM9@^R3F@69T5F_RF1_G&/H V1B7 9634IR9K7U$*LDJ*R2 MU$-.T$EBS5ZU/E)FF <*D!9:Z**>930?NX\8RRJYAY8SO22?Z5Z$&0%U_ MK:3[66URKD&+3R]Q\=H")1SU?1E4'PQ%KLV)"H[U-,6K/^X7#6>M">&#.]."LZ=P M(9"_)DG_H%[GC>EYO4 )V+'UG+H_:4T$*+L;0!,9#L"M3!A6BSU86A(>NVO. M?H\DA$<)DYSLR(/5M(Q%LWS[:MDJQRM3$J"/EG.5RLS!,))3-^4SYBR)O^'M M5$V8<= P_3?3\?9KT.(/=8P0C4)U*X(O[ZIC9W&1/(4@PWK,JE1^B>>3'15, MP,3W8NJVIEVH>FLV"?->Y3^12%?LLDVWDL)<>JSX^>/$6#KS'^=DA@AZO'RM M!Y.&8X8US8/(ZX1F@EP%#/<\8]P99C"73C*TW"90AG>F/"FJ9OWW[M?W],;( MQ748NE^;6DKA$W;CJ@QD>F?B' I2GWWJ8T4P@-9!'C0:"+YQR,A, M;!Z=$;$T!XZ_+&"!NNL<<]6U4'IO#52^](1UT;>+@>PP]IC7IB:6+U/<-PQ7 M^(:\!1"L#>,T*GNR1UW],U@@\\KH]?T(%YS@&1G6SERG*B&CI.'2.M>0:8.C M$9#2)/%?@7^VWY12&A$M3B@(Z8CJPE.>*+)X&,^1AK>7@R$_2;4WT:J*;2%Y MG,EO%L!J'6P)V1G@?'=$328K3Y#Z#O<(@H:@%EW<=[LRUT?B6S^HOHY_N-LV M 1NN.(;Y3Y^1D17ZTKMMFMPZ:BJ24/YHHB7U7J"CZT#H-SY-7S[KP;-&M:.B/);<\?O]-%L!T^F?M7KE"U[:3H\9N9*;B_6NL.?E4D3XLQ MR\CM@C<%JP?"XLK]+M-8P#L%>GO.Q<1/CFQ07#3/K=*)0VELB^**;Q0K+)VA M<0W^V3B=PU 9252">>%&H0!#T6[U+/ 2K.3P+::B;OI>=1=/EMT3\_>D8(5+ M@DX^=T-%/]IAQ-$W$!OK#@7ZS=*@ZH1A"S((5144Y]5^L"JD[(=;RPK?S"M8IZ\9!#1[. [ZOPJ!N'V%-*9BOM0M M^4E5\JX)_[V<-SZ^)E_. 1F^=STY:^7X?.XA!*A,^XZ,+Y#E,&#H704<\%;M MEX':B8_IY#ND2<9TZQ*5689HHV^.]&((]U_]T_'=_T&A5([)JH%K[MFX#Z,& M4THGG:&ZUP^OBMJ' 3N;VC/9_J)J7T4"+3FA[)E?7^-"V87"5>/SR)NS5#T! M^&L&YK%3*WDW2F( <_\:,$#)T>7?0U+F^^E#@C>*]%\^#!?)'9','WJ'>(C7J;5[:(+[) M:/GEB!IRXGP5.^)AAX)YX[U9<#"&#:&SN#@5;8/Q&0!/W9D8Y\("*5:.+^%O M9,R3R->9=09S@0Y%4LYS80!"C7/_5>BFFF5C-WPJOML4RF4*V;V\59(:F4(T M=",P5_15)!;@W[Y@WCH4K+>7GVPX"P]TJ7Z[33V:8'_G9>O"EZ-BT\194>A8 M3Z/;P[>J@X4;7+(,^UU,:&I6+,"1!M+_-"1RH@N65J\MJPX_WM_A#S_\*&I? M^QA^DEIMDMFU'TFG75)E#CD?I5N>L#<#G=;17(P\NTYR,P=BZPBM(O58XI56PJ@^7W&?7:@NZXC,^"[+0F7,P M3V#/9EY&&ZG18$P[S;Z567X6%PA(C0T7E+J'(7)A9[W54;E/]Q/O MZ=&,T>J\^T3,I#>VR),BS;C\J:"\8?KSJTO%\\U2;Z(KWZIR!AV)/#?' #A# M2O( M3PW36_$+MY0Z:1/)G&=T,(KX8C-U)> 5)BD_GB4<=6H6SO]:_%RWZ#F4SL%$I]L;A,0?@<$G.LO7@;2[XF9I-+PEX MUB28@Q[A%Z5*)6I1?0=<9O1(Q6F-;%;C.$WOX;^S3N[I,?8:-3S\$BSY3O;N M+5Z]LUSEXOD+FN5V:. M!2A7/@O.1F;OB6Z^TB3I,+Z($I_;)M3OS+\_U>I"5-'9_F@K5K%FM$ *],C' M]FO!%^D$6Y M;@L5S=#X:1"PYYIAZ 2CH#OK!="9("BJRX 0BJ'MB7+"K&^,KTRV0(MT(":\CV";L"B3G4XCW(;&@ 7F^-;( M>0D6L<#/O_)BAE"+/%OH&F?[0Z=]49,1![#!44 8;D:'5L&C*(RMXG24R1X[ M>K@V[9V?G/$$L@UV"'/:*H$^1#_#+=#Q;0REWFD.Z >K-% "_!-&$MICYX8% MB/FP0/,(Z[P7E,U U1H4D:K]Z%YI17526W*YG22G[+7I]UYZXRZP.2BE='QIVHY MLZ$;QP#K)M_E^2 J'G+%[DK*W-Q 2XPMHJG*_/K%C$SS[V176S(Y0-KKS;A8 M2B])?\V8:P3-X#9W+.N2S_2BX,D3QG%.O& Q:=V['>;\]=2W*^?= +.4D<:C MXO5:]@&7Q[#.LV5]/9\A;L\"88TB>%D_'V#Y_O82P.K?O>?_1&FAL(L#Q0K+ MBL.F$4L+,K3E,$W7)N2]QA9KA#"B@E*K+FGTK<3EZWZ/SBB^L"F:JX'F: M=)N2>RQFXVCO S8IK=BB7>,.A36[F6/PBUK\D:GU[L?,0PO^$@IEKXU:44KQ M6*#7=NTV+\&2(1B&$>Y;/I;[\MY@DN&XDU_ 07"U#N='V);V0ZQZJ"8WC;35 MX /?]LPGA$%-#^'(\;VJ3;%6[9!V>'%95?AQ @W.XM(\4/^,,*P;;_C"HC%J M81\SIFPVL6NLC?-$TT#$EFGO)@=/HJ4 ;7G.N87 D=A6=<^1UZCENDK):6KE7"/>,IJMQ-2WKTN+@-7^FJ?GC41GJ M2<]=8'8&D="T'59.YI+3[L@>+1UON'2U(6.(DR!%.N@H<0]"CB9$M(3>];G? MGC=9*/'ZR7.P.3MTYA;,9L^&%Y_/RXI_LW]JG&DF0.AY%!=YCBS 1A[_=S)] M_P4-/_[CQRMQ5E?,2ZLJ8)ZYXSW/#.Q;VMHR]DXRUJLV.O)ME15R4OP5<1ZCYU@=F.*)D%Q M<'G8KM^0#WJE7S'@Z<+A,X_1[T-/9Y*__J-,5H9L!4"OMJA\\,E"217L:\ = M>[4F2T*:MN4/!:J:B!8826B)U_V-_7JGY<,<+NA;&W.GI"BG_BJ#GXIZY$G0 MYWUQJR,-%ZW"^Z'(>W!$$ J*P86"ARP:F,OE'T[KF6Z@<0M&'HD%H)FG)2=8 MX+E@X_0N"'QP= JRDD8)QH% <"!8 !V)KN_O[]P5/'W#+@@+M)U*)?5GZG5/ MZ/'\?^91$$<,#DL:%*-X2GS^VFFAWH\,_,S<:2$?R6D_;KWC),?YFTQ^)MYP M5Y/X7ZB=(M@&<@"\_A>6E[D1X. K^&2[KQ=)ZP>EJ^P>?C-'^*R9_#Y6#OPS MPB0L8/D'F4KH\\:G)#[%D5CX@VST<+)A@VRO8P'D/6@#PRECH.,C' U_>1S< M<0)MQ&#@O^;X-<=_TQP:ZOT;)6]= UK W-P^BVYTW<"6ANGEQ7_J_=+L/[L4 MTK\?R&D2G_P'7QCQW]X8WCC."5#WW%436]8?2(,_RXDOGKS0T5R[0JJN(ENQ M5+("_)C?]I?B-_9_3?';O[B]X:,/^N:BPV61J@!XP(+R!$0A_B//)IOI"W,, MC8RF)$WVBC]+7E%9YJ0(G+"JGV%91U.YR&[[54.7$S3\DR=R:0-C]_*> M(P1."F+=TN[;KMO-'K]A.P2;33I2/F-K9W-R(,>[^.F.N=]D&W$5JZ'5D_SS MI6412H2\G)%GWWU@(OB>1FP\Z1/6MR77(W,L=%Q!YY3T4@(<91M7,[3T940D M=Z%WSY\].WF)P':'?05HE:N=J[I\NI70X@)]>78'+( '.;X,F>6%[.(-8P$$ M'18H_KTH_!? +X!? +\ _I\%P$])AIYDV/>?Q*R-V+X:<^)HD2%X*2N)<7GV M'XG OFRSV29PL"-<,-DVG,>W'G)&9H(O7*M,L]B_.P:YW?:V^4C#_D%#ZM+PY;&[\63O51A"WU6 MD&E^QH?TH]6_11?]^L(UMEE%=3R>[^RV'3(*;G-=-^_$MB!+A]^:9;25ZWI> M/^3Z$J2Q;>R]RRT[:MSXK9^MC!X\FC,M>\*S3=N7;DV748EA)Y M8 +.5$[W>ZNUYSI9TVWY(6;5K[@^FI'^1P6JBCITQ@Q"5_M*$X* MD%4 I/[N'OA]8<3[89Z[[WJ+IW%1]L0J0F:3(];QB5B)T+5+.]S=B\_H4R28 M&<;<(Z T.??V_,7T"9Y-E=M/,$A MNV]?;Q2*OGBLYX\JFY-54JU]J6"= MKP"$9F9G.EU 9\@24,MZS1#4_GWE[Q12HV]5)^C>EU&R9$\._NC(V^>@?9Y+ MQU6+/BFY^$RZ_\I$1?V_;72X;N>Y\X%$YI&.+85 M]#0FZFS%OF?:$U"W4SRRIARA:_/57 !T13&$3#,@I\%$ -; 0H>R;) RCN3" M>,>_))VZWENN#7L2"[.9^#)G>50 M[:G^Y!%.K=Z/[S^0-.='IXL<+DQ'56DE;FO0HA2[E?.O7'ETP[PL+MI<.!JM MX+@1MPT"+BLRWG6.NIIC+>H^YV(%/^5WM?%11G MV[3Y( $2+"$X#$Y(0B#!W4.P$ +!/;@-[CIX< N0X 0/S!!<9G /&IS!W670 MP??]]N2O?=^OMOY_:[=V#_:@3^_GKGKNNKK[ZKZZ.]Y[O1E5Z#5-Z UF29;V MMR^*S:%9)'8=5)(^.D5R_HAF'CMD#?JM:?Q^AOX#)4QB!@;[QZO:0 24 M&F[YXTSPT>#,.)$\)[%;7&<7+E6(O59/N0<@(]A9O.-G'#P=9:Z?Z<\+!COY M4PHU6,G6$K1<3']A9[=7N8K9JJ"Z0B?#5\1>XM78KO4%"'MKXZGIOCUYF/_8 KJY]%ZHCSP&KD'P!E MZ.@;4+)MR-J2K5<5*_&PYD1;;S%'J#;Y37[_70>_I#TDUGO,2"6]N_D-BBSY M /[3NG*;6PZ4W!3:%F["C?.4UN]X0'XSL ZT*R,U7IX__EKTR2IIT/'6['>. M \0OYG%P\RY)$U;T M(3?T :-U"=56(DIEZ^0$]0SO3-11-G4H5<"KK*<$D,FP8$O>8(51&,OM2O>[N=]RK'(BI$D0*;'2/__$>IAIET#: MR>(VDBW\-W+8FR713U';=[PFAG\3_T]F%(!Q47S':%.GJQ*FIF>;4J5PR%!; MWZ2:9(M?KQ5O"9$4[-M.:V\9K2D/+[FM^;$C'%N1]T[ 1AA\NF&-'=#UBM.+ M )=5!3?;!H@5D_B$DCNO"T8H^!-5Y(L*-+I7@2DCIOGW$_=P,;Z&:6(!FW&Z M%J44L:(*R]=Q>#L+='4D^@\B#:PY/^VM8V%M?+E#^W-3@!P]2?=UP<[W0$_\ M/%J-<&3GBO9Y8W7D>_+MC=YUU(U*3=C$!=42]2F(785:,QELS&EO[QOR<%._ MURSA=B;NDR3Y./AC QL6E9@RQ]]^NNKP\[JZ%)/8%5Y.#8I7TU2MH$$%0U/K M@GG/50T4Z0DZ27.,CX-'+7%TDD;HIKHV1O)XKN?&IV= 87?$E!0#-%2WFLDN M7X>"Y?K8WG[=IZT3IJS!@.YG0"@5/ZPR!3W$Q1(Z[?)88/AS.N\@"1\[TU.I MGA$U0RCFU]$&U6]Z% H-.NK&EI?9W.&CC$)J2C\NL%:-94[M[2@NOI6:>64C MU,?\P$=@"BOW*+.VJ<3@]1>^J:RN]W3*6?$TF,^'N$^(5[XN.?W!!;E(DHG3 M6=VQAB'%9#J%H:=??E63\PM0:LE[F!LN$1%,/Q*#G#V#-_X7_40#V+(SU1YY M$).+K-H]UZSHMT\"/V1(8A ^Z54C\NL6B9S,[J16KFT!YZKXD7IG#BCS\N^W MN>%BQ\[L]GP*WK)-1ZW4AOOEHTR,7E%V^:-4?\&YR7&["M3>G@'Y(U@&U:MS9P_*8HXU.% M8AD?,1;[W;%;:[2&>T7$4JA?NO>A!AL:KT??QPI]#ZA,N!D13_?EM)'-K]?F MV7J1.C"H.R;BK%UY7+F6-E,<_1E9;8 W-=KN6]R&I$[%=!\+,Q$OR_8]>HZI M\LB*>'F?29Z3DWSE>&=#K[\A@9]]D)D<7#I-%+RM]_5O'(*%9[A^[=%"A#C4 MBW88C*$BT&O'RF.'XH^MLS693UL+&/(=U=2LKU]6H S#W<32;'X]7]'.R",' M4=$"BJ=K*[7^= ;#.-E>RU&7^(M63_$-!B>5G'FPLR.=SCYI7UD&\1G(Z$_D M3OG6(X0;JZ=&9KIG!(;VJ'3U _KY5A_.5V4!I!A0\US///7)4_@AZ7!^F>XG MT5]RA9,SZU]XE\QI(?;[]B/2@=-ESF4E+/?.;_73"N)KXD07>%_G_+!I:9B M-BO_S)!J9*S#'U0UJN:>T9J/&.#:$.&RM'-_\"U>A.@E/8&G!3&AM@)EEA)\ M-_6DW,'B'M!Q>K&CD@/"C 5N%.;^/BTM7H[ND9(ZC*;/Q($43>\D2 MA,NR%ABX*TEVMN\]U3&9;4+V>D?SKNPU5QUE1/=X[;NP<(EW-E/55W#U. MGXMGR71,&0,U:;FS[?&N-(T@-3Z92ATM9N-Q-\K5);KMUVRL^7&0N^4I6\O; M/$G:VZSO;JL!!%:&'+4(:I5(Z#*77XD65Z_&;U&UUZAW _F!TQEQ?IGL,BBR MPR]E9RVD_05E2%\265N'PLOH]'S\IID,K#^.%+26)642N&AZ[6?SHN]57_&6 MSFR,[9DX:FI99TF)?MN-67QYWJW"M_W/UA4MJA);X?"(T^WJ0R*JO8-/&L+N MN2(/=#B8]5,3WGWP>/ZQZ/:7CY8,N'Q;*VW^(,;!AV:'7Q'J9"]^C ,$'[:! MA,TL&C)5[EX$1)#K_A)Q/7P<,G9P2[XM=4QSARW =GLB20KEC7"5("-^9",< MM,%F>Y.N_#'8WDD]A.IX5,\'(VM95[TE8:746AP599(;L7 MGP07S"[^2!U,&?]\".O)M&MIEM ?A%SQ[@((?K0=] *,W'@!*US3*_N"<]32 M^8X(]_VJJ);L\BWF<(>WVK3.92P^U;,TBWF68X&%A%DXO5'.UG-,\%/%<.F1 M,M=T"XNP(>Q JJM?JM'9+EI_W[GR>^)L5YE\5RELWQR_>!Y??OTC/TNH=K%] MP!<8#D]?"1_41?GH( T9!G5/J8W<"9/#AF@ON5Y(3/Y$I\L&=_F3P<=2S(VJ M.^D6EHG3_W*$BT-8360W^\='HG<$,58@AK2@)@V MNPK>-KYG HE\B.F0P\#"L61FS!>#/]\>EB33.],\HSK=)[&7[8^9_?Q M$VV(%(S"-1E8(C=I=08:6>6Q B"PY6C?*TAT3A(1PTY7W#, M?'>3+O<;X;&)A'IV<^@:X1O6AHK(E+23>_+'G8522J3X?<-LB3'7[:*#+A/* MZ!\A/O;[K5".VBTH?%53->V@?1H"9#;GQ/)(XD"7,HF[C:PF_CISO:;\SYO5I2C>UM2;2[)@)7H B_A M6YC9\O:+A?K]E'DH,%7@NYT9Q3\!/,"^G: Y M?Q>9F1U:"\C7@XF6"&X?QQ?-*[O^?0"WQG@-.P?]A^R/X_:FM=6!'OVOPC'D M+E=!.Q..3/Q-J.[S'RJQ=U4DR9=NRZ4 ( ^];5T;:%[-S_%:8 [KGP2@V MY7&$!.E42N6>C"@%^0;5>[W .;+PE],]J[-,56Y*^.5A4Q=TC"-+U@@!'J]& M6"J]GH/>%SECX4K7&_']3-OVQJ&BE4P90S]?JS=2%APCOJ8_K#V43)V'BPRHU!D;:IA=/1A5:NB5-H(>&X?* QJ,< < _8/D MV/#U$"_]O#R\#WZF(+K/;X9(FY=8WR ;_DYU5<+B4YR#Y[;XY0YT=% \23$V M1Q'E@#0+FL^/G?*8/]$FX/03G@ [+!]DP@;]2O46^AS*])5!$RD%Y/BZE>^* M MAD7]]=2RZ:SO0-1[5UTQW=DL53*\JJ4Z7CX:E& LO)F7%+--@%9X9Y5G(GX< M!CKI;3W86>.-893Y;6M(+&?R,(:WL=M\-SOTR-;F'CB*TNF M?>5Z-G7):?? MZ7G9JG4&$3<,25%-:,^8<, M]^.D&U1"*"OT+@QXV\Q!HJ[ZNWY](0M>7_<6V.>JOQ U-)V18_PY<'B M^RD.),WT)H8.]:MO;.P9,?W)/0ZI?!5%.G(K]P"^I_]U)[_1-J9@.=UTXM/! MF1N%$<@'2:&VG@+7?[.*A#4 Q=:A:]]PF^KDPK_^3:_?.9Y'K^/%-DTO#I:S M>";J VHRM]A*4Y/ZMFS4+^Y#H]8X>-Q,R7Z1N0[VR='I=..G;?-CVT4S9-N0Q!MG(\, ^NU4?\+F/P?[?%L3*99ZOXCXK5M9AA#"!5%#2I:O+5\TOTE="UY^*TL;16]E*Y; M&_H=<\#//G/8,,=DP[+/=]-(2X>S7T,\M)VF-)'F?K\6JC&<\>.(;Y3'H!8Q M:XF+*LV+3I9.1),G9%2^#:KA*AGTOGZV>'-SOBR-3_2I#A!DCNC 5FZE0GGO M=]ZIT5F9;:N[*@9_1&5SMA=84!E93,K/[A3$QU,T_^3'2Z0$,L?,I+I4 ;B4 M5/;)6[@*-5,X<24[M=&5BM^>BGYU* MGB6[6!?8G@<=6%D 8M#1Q]EO<(.9R%C@MB;[ M^0O\G%/B>2-U!97,OM/3[FMH2N@3G;V./&-O8FYO3#X+,03O.2;8I7M8:%Y^ M8AYS(DM8EB W,#!26FXAD04517 \=7F9/;\@A[2*<_2)S;L$-$=JZ$FLFM_$ M=62QCC-,F#;7^J33H/:I/J*X"6*Q,(DO\9>ST84(VU*TP="L2#L2EIX% MX3&Q"G=(OC/&M>0CCLO6KD9)A-80TB@DJ=;'P'(UJ)[D]5&'<@LK0A5QK M._]Y3X6T#6M#'4I+$1DAEN=W6ZVK!;;_4/4;^I6A^_5';K2*YY6+OM^P&IO4 MP1,%A].Q*A\2=%QO83TW%@+YT$*D @)6!Q5!*H:CG- R.]?+ B4PY\J8R^*K M]S*ISL[ID;4CN(5^-L.1%F#+-J1 +*]G1-,8&9_@1]JJUM^B6RVD;"A5@\&F MKJ;;# _R,9;)$P:KM9A*6+ZC%-F&$2'O/4"R0TT7?EM0MMZ3,Q9D! "[@.3(OJA07E?!]'?E,LX-UH0Z4H+UVN#;/QG$QNP? M_KXHCYAJ<<<[(*P03&$\P99&8ZOI.E=\+%_2T 0Q*+P> 33ZBJ>E5OJYL=P7-1$EN1#N&LAK^0;O&19\H!X;MEL.;YZ)4@ MMJ$O:ZV@*RTF-#93JM3P"#W;>2@Z-#5"A_LL)X_;]I'8(7JUN&'U]<,8^._])12$9MNYO>>)EW%$9_+OXNA[04OIG!=X+O %? MK<@=7O5\5ANE5/?ZS8AYS2PSLD3(XVM&6;J4'49@CV&R?0!HYTHBXHP&:MA+ MC ?=G&:&OQ79-]/01P0C[ 8Z'+?K3O9$Y:C&1>E+Y:Q:K&RC'J8PT@]NV$>O M4NYF1 (;-]9,T["HU7[:1NM.OU*;$XZOT\1GL\?U=-V-8I\Z&B6^K%4VC#-> MFVEN#H;Q\%!J9SSNPD#>S>!"G;,(QFH&?91_-4ZEK/0HAK7J2A5P=>AC4@_,UB4+AN'GPH))5DI6@FJ3EJQU K-)Z@7^B$7Y MIZ$ARQ.J^&H;S*H*.U>:C]'7XUFD*'TZUIHT(08?D.Y@B-:5;]%FG6_ ZF_O M,-HGDE19E$WCY9M3OJPKA4%7.X./^0:<+FV]'+A_8>=<%X5A$TEDLD',4T 2 M:D>A-XE\D^%L,QH79)8UG[_135$L36_J :'S_NV=\DXI=F%J]9RF\WW5F_W2K;_ TDR,@& M5I"3MF%R3B04[-3KZ5B"6 TEMH-[OCZEULBU473*!./1^NWIY)7;58E1U=>$ MO(=OQ+#VYBBOKOQ&'HW9-@N.NL)5J&U2W2WEDO-\H%0&H>V E _4N8?7!)=ASC$\F"YM$X&!-XD AUH]V,JY33Z>\F7;W_'P$ M,2:6M!?+-S<@.8S5L%+E.DBCB3(OV#^,&.PJB+G-0\YN+?<>_["O5-[E:F6^ MSA1.D@2![H&PZLQ/VM43K_=CNKJR1$,3M;C>M2;2RF6F=_N?\XQEX?#]Q*?1 MJ!C;+YM48-5FT@Y)C#<(@G!W8O3UB*J?_I?E^EH@%(TTV%0J4HE&),(-[O5U MNXY\Z,E^ 1M-OWO<=4=&[$P;*(84(V89RG0B/Z;CQO$!+/>Q/D!XPXNX'P'A MHCY]2PE@G$'3_@W/E_ ?ZK."?TVF[C D'N= J/B.J 04>.I.GO9;%EQ^.RFD MFENE+\BI9IW8ZSOW46>R4AE9FZ0^H M:-<&'R^MQ0-K4THYVVI;5^_=DW8HA$.[WR?IS_'KRIFF,+AJ#,O28G19__ON MG2?Z>AT>8-:: 857)"4*S&Z_*[/PF.O+Q8\$0LZ40-(ZFXAQNU-\D>]$2?F# MKP_X@<212X=L:__?]3?ILL:)B 0'E5E,+M IV-8.#M&D_,=9E M[;D:S#_=50G1:('>.;^QA?^ O+ 6=MX6UF@*FIN;NWQ1/>SV(E&!6&V@IX0E M^_.(L0;RW\EH=OC)TPK3G4P#[%+YJW(5/CO%KXY"527I HX..W0'H[D6=NJN M(G7:Z<1>*]6GMTNUGR^Y] CUDC4YH9Q1.JK5 M+)_]38 N5];KH DEN8WC M]3WBIV=MI[((FVJ/H -W:C9@UQ@&-7FBSU@,3KMQTLX\564W;QN#NQ(] R2/ MYKL;^*"-O%R!) Z#@C1'(:N+G%G.'R<#RK2 MJ4N;1G:>9'O>9VJ;7*\93O6*2I+6S)%G:E<2M$YVY<((6/ MG<(S/[!5-OF$QBN2??/= IZKJ&8$#SW<\?[C5V2=3870"0#%C"TBK;)\8Z>" M?R=HF(I(V_W. OI,A%&#@#>4;&WR'J ZI%<:XX-GXRSH;0FX<"!2]]V+^IWE M13[9Z[P3O^A/2AAWJ5@QBA!H-*PKV4ZC#S.?3)>OHZ"._K%OK(UAT$H0I+^_ MB95=SHNQQ:LEL=3R1!]=WG[>.#'T[:_0JWH]+T3_865FNB-6>2X5V@N+D^.:3M- M.28N(T?Y7,\URI\G>A]+L.]FT%.CI5WDEDD/*AP S*"#>01F:ER@8I4O!>9/ MF @>SBX"WIC>_UV+*1#<=I69W1GP<%'J,XFUMT6TW8:5Q>^WU]H//O;X$,FQ MT+ND!5VT(@NA*.:N5*W'WZHSM62O2;4,3;(7'@G5X]Q^ID.2KO M)#1MTY0@+N=58A?!]](4.DOPCDV4H2$I8*(79,.//NMA=.D>7Z!#.83<,>UX M]X15^_CI=FC61#(]@VLKEWTAD^'W,E_*>-XW;.>R4_T1]^%1=D=C2Y@HFXLI M5*_GP>SB(/_T&E$9M(X CRTX>"I;MVOB=)ABZQZ@./3]E.=I;,OO0>V,Q#A' M0X^<\[._)74O?CC[USFIZ' %E$H4'SWVC@<=Z!H[S;]PS'#VMO:%[[>.9S2. M#/R2; #)BZNB(#YETQ6*2$ZS$-E"FS3B:<9&SB*2S)9VH@.N+(B38;HLX,FW M&7K';&.(-8IX(1#^:B5*H2$FIK67\X$QFN4B83*60#1"-X$AQ[G)Q"VN9.Q M40@KV@5JG781R-O?Q-2U9SR!TYNA$XOC-/;"6W',/T,"J.H4)4R.J:9IH5+7X4^7)SODG*1F" MB(L9Z-L1_7=4/?\:?TDR)7%X(W%C Q&P0"\?73UG2>"K^YZL\*0@HRWCBK 7 M1Z4!$V%^)XK^BIZ]-I>GUA:1J+SP#7M=?G%]<+8?RSZJLK>Z3$!KH[LD5B5J M=&.#:+K#0>=X+EX_-'G6FKFJ/NU;SBX6L'@/F H-U_%B[,?[.J'].!#."E $ MT0[5#Q^A*$:QV'%FYND$M8#V?;37/2!#?*>@'X!JW.S96UX&Y;D7P)[&RJ*!8]I0CMHBSTGFSZ=WCE"35L=6)LH_=)6O= S*RQX&9.45L6;826D>4 M1_< 9/E()30%#:OR)=\YEN7V4LV@ OT.!<"2.4X9J\TV/5].'9YN(^O"?=]6 M(7>PE.H?*X"+K"O?;2#U6<)Q=/#![1D8693;RXOM$]H#2.8[8O9I*_ DL/C!5@=ZWQ74]6@M>@D MZJ$IHS#_R)/+-=_@6"+O27/HMZ.A@A5" :T_12U'=U#/J1&E!^D&Q5[ "6,B MB^;G,(/6_9=2.\1D$72!PIY**^S;WBR3M;J)]'N[ZE56=)*,2/<.2'\*+E#, M)M0V"'@(XV27B,&RB^<]T]7A)-*538@*W2_3E?= Q:-:#*'E<,6U&]95D,,= MR6Z_LO>VY>CA&7ZI,K_1BT^]*10. MMHFQK^B3N&$^TV3?4F@HRY<\D#8Q/_'U^)W& MC_CWNB^TQ*J"$\:?#O-BM"P;:%ZK3=RH/IB[,W/7S9[9GS*)B5AG-@T&/)95B<)>+DAL>Q^(WH/Y(;? RPP"?2\#7IQ^3QF M=5=/WLVR,0(*2GL!SG_4X4@3/H#7UKJ/K"]'6]+CW@,C2OKW0,M?[P+U$SA9 MC)(@99WP5;9F"[Y1*7Z6EF)3B:_SK([._F)("JDP6Y5]U^1H=)2)[K@+:W*Y M!W!X E :<)1E&[4'Y$;5MG#;Q6#0@2]QCJ+1W&+.8!RBH6[Z2,0#]@@B_AWM M@XKJX#=\, 9&**\(I6M'R[/Q2(G" CQGG9?E)3@7-AI#T5-'9]//47A]@AM# MCA+//%VZFK''W :E+S0B=W8'%^*5J'-FV7-:N9+^R'GO2"QG^-)G M7^+M9E_,3?Z>,/,'I_QTL.O?'L8NV.G*03.O+5 MY$\*L+2^\IMH^49:V8G965PV'_'(*<,2I\$'BJ]^=-'I1SK6LSI^U0LC6;+=0ZPC\7]C D)$0'<;^3 MHM7BRO%4Z426AYY%O'8HVU.)8$GS*;4=Y%=@"]6W4Y][)HDGB2!;0@VQV[8W MUN86>>)TTS_>IOY:QP]#^HU$_BD0^9BLPX_1,%)LJ*I7GL,"*!7/[5!;!KE! M+3JZB'^V-[I6(?452(G49#49D_,TWAGB/E!A+K>!>BX\&_5ERF*IGH+QO3"N MH7"9-I("8LUF&B:HG_])KLC,3Z$U#LZ(M;GN6%_L$A G^U-NYZJ7^S&IJ\F18%_50R1AV? M= FT+["EJ#S:<=G]Y( 8V:BO:TZR4EO0_' # +^-43U\$1)A9Q&^JLM-;$JI M>TB/,-XSMT9$M1=CEG.S&@2K<*68JI(F:/KP?5Q'VGI+]%D_2%JC80RA6EB? MLC,TN!J)'V+TF@"_03]W2(D@(7 4PN]JY:NP8D3< 55:P8]YYK.%N+85L?TK M_W@29DJ\P>AA9UQ+Y9((&-84++4\UD='27L=YD327.M]MSL8)7GO;P<.TA)= M.O)9%>SK,D.[&-6/('@L\W:N.,MO2S]CZE'NV[&DB03]Q*Q4+%V'=-![I5KW MVIGDH#7\S)WR=EZ:+T1!8']4FR/9#FVQVMX$%_Y ;(=.")WIW'9[GLM\0(#PO_G1D.-QBA# H MD]MDD.79.]8H_N.N*KA(PY"+)"F83V^[F<6F46F._E=;X>PPK13%NKL7%NTJ M6RCMTSB;=7-4(3Q_UH:.M#'>P+-U[I):OYSZY[PL(RL;HY857FX=\.:1SY2L MN;43&"6BC?#QB:O(9$+R?LOCAK/_5@S;= 'D0%X7,-U5:11.):>H?[Q^6[F> MO!XVZ)Y-L56VU=#6_LQR"0O@_M@^R6'6]3^2M:'DE MU?HQA\!MR-KU=?6BKW3+!++]'#EY^*X:SY[!ZG?S)3YC[W4',]-/](<-%:QM MY66HELKXC-UZ I1S;^]90^P*A;OY!JM)&4\0-+A5B&$#\@P%U/_QE5VZ-5PQ M3UL_($KVXE4E)2DK5LQL$,1\^RG6*U(D?%T$H[\[XR!664/]FO>H8HNZA0/4TB.LX)XPD=J:<]!X(>=I-?_K2 M-AO-F7X/1.00%]T#?W-#]$=P?[J D8Y[(%&+_L8>D;U+!A.T!EN#[Q;1_7BD8ZFK"GSGOS])# 1HO^H:_H^?FQ MKF><7+2!3EFO:@@D\\\O!EKAQ'R?8"2$UW68TE#/EWM"5+:X_SP]7>=@E+%& MRTLG33#I$>ZG&F_+72U1PM*=T;D=)/$7SN:)G]OE3WDW^%2X7WSDSOP)+!T8 MBK&'C5:W/-YMICM:B.:];GH],,%98]O=5!6?KYC$TT437;@RT-^]Y,AC((HT MBN"-B] 5ASOQ"H?6G'(4+MP&M;:(%5!F@E-8@#\]IQ?9L5?Q87[&CDXE;>5S/WV%;$%\TW41%\HGI0V..KR MVGL-J>B/X$KE[E)GEDI2:)KG@ON MN^:9%^I4OYW3OYGM_Q:FN!X$%!%"%/!U\(^NN[A]7X,)SWR(JQ7#4"/3#=G[ MK(@]KV;_N<-5]Z',8BS8%%^,]&I7"AWYJ"5YE;+=5%UJ.A;B#0X2^W.@P=Z< M>2" Z6@#7;\K7U9Y8C5BL).X@]2$2DS/P'[$/*O[%O2Q)(*4F_^-E'XT%IQ6 MTQR15FESA1MSX%JZH7.:_J7N#I@Z3S"4XX\EH2]2-4M&B M[0(E187A]A4K+(>S8)P/_P5TE>=E JVD0KPBH>!<5'ZN6QU^)[4 MU:7V<_/9&Q'$P,5J@;&AI^X]8%")CBC",P]2VNU=JTK4>%G)+?-$[>$2;+U- M3'@2CS87XC+($_'Q>MS8=;WE.OR:RP>)7V,#-]D0]'-ZP84%PITV[5K MM6C]-HW&@5-($6RNBAQ1_ZBXO^H@\LCSGW3X3A M;U3';P8DSXKYV/%GQ''[BPKR]WU=&2EF4KC-%MXZAS1U_=;INE&[C:'4#6Z(( MGMUR2'4",]D)B[6IOW8P) ?@FA(J1$M+X,]$X>TA!#ABBR=W:9/^ F,)OHJA M/_6\A0PX\@=S:<'M'B2>]$H.A#:3U$D<&95\T/F"D"DN?>F#@2(N=K+/&61V M=!A4N+P8WJOJ$WL(K^5,&)7N7% M*$517ZWTMU[T6:QS'A*X?_PE^'),,(YY#H?%[V51I$73'U>_I^UWY-]?G;%W MZ]DJO+=9P3,Q&+K6-EZ6-/2IST<7!HHRDEU;6F07(PV:<1Q+N0\D("QW9..@ ME^T&%AR?>[DP)TQ44[B;EV5[YU2&QES&COIA)HWY3 M $X7\J!')Y/5-\K+USY&#SQA8L]^R[@4S^J_1[W5&:CB-3/78L->-'@JVKU<5S44:\0$\K^D@_K/ M6JZ>B ;"IZLVQ$ 8;\$QV.6)F/7:G5;'B MVS2PS8"1W$8;'3/P>B3#[^JR:G=:M(& M7[4OL'Y1XGJP:(7U2A*+C7;I4<5_5&LM=KQ!,*A/H?X\;]&U\.H^U]LR3-YT MQ: .*L$Y^3;:R>3_!\C\_TV&>S_SWP!02P$"% ,4 " !Y/&%4 I_2G#ZG M! !K54X %0 @ $ 86=E;BTQ,&M?,C R,3$R,S$N:'1M M4$L! A0#% @ >3QA5 A7M(P*)P O/(! !$ ( !<:<$ M &%G96XM,C R,3$R,S$N>'-D4$L! A0#% @ >3QA5([W]9,-%P >7KE! !A9V5N M+3(P,C$Q,C,Q7V1E9BYX;6Q02P$"% ,4 " !Y/&%4:\YW?;/: ",?0T M%0 @ 'D1 4 86=E;BTR,#(Q,3(S,5]L86(N>&UL4$L! A0# M% @ >3QA5$>&AM36A +!L* !4 ( !RA\& &%G96XM M,C R,3$R,S%?<')E+GAM;%!+ 0(4 Q0 ( 'D\853Y&+>RI@@ !$I 4 M " =.D!@!A9V5N+65X,3 Q,#)?,3DT+FAT;5!+ 0(4 Q0 M ( 'D\851K5IP8J < $0J 4 " :NM!@!A9V5N+65X M,3 Q,3%?,C0Q+FAT;5!+ 0(4 Q0 ( 'H\850VKYP9M@< ,(L 4 M " 86U!@!A9V5N+65X,3 Q,C%?,C,Y+FAT;5!+ 0(4 Q0 ( M 'H\852X+[@B52$ .G9 3 " 6V]!@!A9V5N+65X,3 Q M,E\R-# N:'1M4$L! A0#% @ >CQA5,5D:)#* @ #0X ! M ( !\]X& &%G96XM97@R,3%?."YH=&U02P$"% ,4 " !Z/&%4.QZF M]"8$ !]#0 $0 @ 'KX08 86=E;BUE>#(S,5\Q,"YH=&U0 M2P$"% ,4 " !Z/&%4;P#J(04) !=50 $ @ % Y@8 M86=E;BUE>#,Q,5\W+FAT;5!+ 0(4 Q0 ( 'H\851MCQA5*!("ZP6!@ B@ ! ( !LO@& &%G96XM97@S,C%? M-BYH=&U02P$"% ,4 " !Z/&%4N*DK1&5R #WI@ %@ M@ 'V_@8 9V1T,'AX

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end XML 121 Show.js IDEA: XBRL DOCUMENT // Edgar(tm) Renderer was created by staff of the U.S. Securities and Exchange Commission. Data and content created by government employees within the scope of their employment are not subject to domestic copyright protection. 17 U.S.C. 105. var Show={};Show.LastAR=null,Show.showAR=function(a,r,w){if(Show.LastAR)Show.hideAR();var e=a;while(e&&e.nodeName!='TABLE')e=e.nextSibling;if(!e||e.nodeName!='TABLE'){var ref=((window)?w.document:document).getElementById(r);if(ref){e=ref.cloneNode(!0); e.removeAttribute('id');a.parentNode.appendChild(e)}} if(e)e.style.display='block';Show.LastAR=e};Show.hideAR=function(){Show.LastAR.style.display='none'};Show.toggleNext=function(a){var e=a;while(e.nodeName!='DIV')e=e.nextSibling;if(!e.style){}else if(!e.style.display){}else{var d,p_;if(e.style.display=='none'){d='block';p='-'}else{d='none';p='+'} e.style.display=d;if(a.textContent){a.textContent=p+a.textContent.substring(1)}else{a.innerText=p+a.innerText.substring(1)}}} XML 122 report.css IDEA: XBRL DOCUMENT /* Updated 2009-11-04 */ /* v2.2.0.24 */ /* DefRef Styles */ ..report table.authRefData{ background-color: #def; border: 2px solid #2F4497; font-size: 1em; position: absolute; } ..report table.authRefData a { display: block; font-weight: bold; } ..report table.authRefData p { margin-top: 0px; } ..report table.authRefData .hide { background-color: #2F4497; padding: 1px 3px 0px 0px; text-align: right; } ..report table.authRefData .hide a:hover { background-color: #2F4497; } ..report table.authRefData .body { height: 150px; overflow: auto; width: 400px; } ..report table.authRefData table{ font-size: 1em; } /* Report Styles */ ..pl a, .pl a:visited { color: black; text-decoration: none; } /* table */ ..report { background-color: white; border: 2px solid #acf; clear: both; color: black; font: normal 8pt Helvetica, Arial, san-serif; margin-bottom: 2em; } ..report hr { border: 1px solid #acf; } /* Top labels */ ..report th { background-color: #acf; color: black; font-weight: bold; text-align: center; } ..report th.void { background-color: transparent; color: #000000; font: bold 10pt Helvetica, Arial, san-serif; text-align: left; } ..report .pl { text-align: left; vertical-align: top; white-space: normal; width: 200px; white-space: normal; /* word-wrap: break-word; */ } ..report td.pl a.a { cursor: pointer; display: block; width: 200px; overflow: hidden; } ..report td.pl div.a { width: 200px; } ..report td.pl a:hover { background-color: #ffc; } /* Header rows... */ ..report tr.rh { background-color: #acf; color: black; font-weight: bold; } /* Calendars... */ ..report .rc { background-color: #f0f0f0; } /* Even rows... */ ..report .re, .report .reu { background-color: #def; } ..report .reu td { border-bottom: 1px solid black; } /* Odd rows... */ ..report .ro, .report .rou { background-color: white; } ..report .rou td { border-bottom: 1px solid black; } ..report .rou table td, .report .reu table td { border-bottom: 0px solid black; } /* styles for footnote marker */ ..report .fn { white-space: nowrap; } /* styles for numeric types */ ..report .num, .report .nump { text-align: right; white-space: nowrap; } ..report .nump { padding-left: 2em; } ..report .nump { padding: 0px 0.4em 0px 2em; } /* styles for text types */ ..report .text { text-align: left; white-space: normal; } ..report .text .big { margin-bottom: 1em; width: 17em; } ..report .text .more { display: none; } ..report .text .note { font-style: italic; font-weight: bold; } ..report .text .small { width: 10em; } ..report sup { font-style: italic; } ..report .outerFootnotes { font-size: 1em; } XML 123 FilingSummary.xml IDEA: XBRL DOCUMENT 3.22.0.1 html 417 636 1 false 150 0 false 10 false false R1.htm 100000 - Document - Document and Entity Information Sheet http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation Document and Entity Information Cover 1 false false R2.htm 100010 - Statement - Consolidated Balance Sheets Sheet http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets Consolidated Balance Sheets Statements 2 false false R3.htm 100020 - Statement - Consolidated Balance Sheets (Parenthetical) Sheet http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical Consolidated Balance Sheets (Parenthetical) Statements 3 false false R4.htm 100030 - Statement - Consolidated Statements of Operations and Comprehensive Loss Sheet http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss Consolidated Statements of Operations and Comprehensive Loss Statements 4 false false R5.htm 100040 - Statement - Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) Sheet http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) Statements 5 false false R6.htm 100050 - Statement - Consolidated Statements of Cash Flows (Parenthetical) Sheet http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlowsParenthetical Consolidated Statements of Cash Flows (Parenthetical) Statements 6 false false R7.htm 100060 - Statement - Consolidated Statements of Cash Flows Sheet http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows Consolidated Statements of Cash Flows Statements 7 false false R8.htm 100070 - Disclosure - Description of Business Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDescriptionOfBusiness Description of Business Notes 8 false false R9.htm 100080 - Disclosure - Summary of Significant Accounting Policies Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPolicies Summary of Significant Accounting Policies Notes 9 false false R10.htm 100090 - Disclosure - Business Acquisitions Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitions Business Acquisitions Notes 10 false false R11.htm 100100 - Disclosure - Goodwill and Acquired Intangible Assets Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssets Goodwill and Acquired Intangible Assets Notes 11 false false R12.htm 100110 - Disclosure - Investments Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestments Investments Notes 12 false false R13.htm 100120 - Disclosure - Restricted Cash Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCash Restricted Cash Notes 13 false false R14.htm 100130 - Disclosure - Property, Plant and Equipment Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipment Property, Plant and Equipment Notes 14 false false R15.htm 100140 - Disclosure - Income Taxes Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxes Income Taxes Notes 15 false false R16.htm 100150 - Disclosure - Accrued Liabilities Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilities Accrued Liabilities Notes 16 false false R17.htm 100160 - Disclosure - Equity Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquity Equity Notes 17 false false R18.htm 100170 - Disclosure - Series C-1 Convertible Preferred Stock Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1ConvertiblePreferredStock Series C-1 Convertible Preferred Stock Notes 18 false false R19.htm 100180 - Disclosure - Non-controlling Interest Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterest Non-controlling Interest Notes 19 false false R20.htm 100190 - Disclosure - Share-Based Compensation Plans Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlans Share-Based Compensation Plans Notes 20 false false R21.htm 100200 - Disclosure - License, Research and Other Agreements Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreements License, Research and Other Agreements Notes 21 false false R22.htm 100210 - Disclosure - Revenue from Contracts with Customers Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomers Revenue from Contracts with Customers Notes 22 false false R23.htm 100220 - Disclosure - Related Party Transactions Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactions Related Party Transactions Notes 23 false false R24.htm 100230 - Disclosure - Leases Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeases Leases Notes 24 false false R25.htm 100240 - Disclosure - Debt Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebt Debt Notes 25 false false R26.htm 100250 - Disclosure - Liability Related to the Sale of Future Royalties and Milestones Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestones Liability Related to the Sale of Future Royalties and Milestones Notes 26 false false R27.htm 100260 - Disclosure - Fair Value Measurements Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurements Fair Value Measurements Notes 27 false false R28.htm 100270 - Disclosure - Contingencies Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureContingencies Contingencies Notes 28 false false R29.htm 100280 - Disclosure - Benefit Plans Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBenefitPlans Benefit Plans Notes 29 false false R30.htm 100290 - Disclosure - Geographical Information Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformation Geographical Information Notes 30 false false R31.htm 100300 - Disclosure - Summary of Significant Accounting Policies (Policies) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies Summary of Significant Accounting Policies (Policies) Policies http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPolicies 31 false false R32.htm 100310 - Disclosure - Summary of Significant Accounting Policies (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesTables Summary of Significant Accounting Policies (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPolicies 32 false false R33.htm 100320 - Disclosure - Goodwill and Acquired Intangible Assets (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsTables Goodwill and Acquired Intangible Assets (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssets 33 false false R34.htm 100330 - Disclosure - Investments (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsTables Investments (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestments 34 false false R35.htm 100340 - Disclosure - Restricted Cash (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashTables Restricted Cash (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCash 35 false false R36.htm 100350 - Disclosure - Property, Plant and Equipment (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentTables Property, Plant and Equipment (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipment 36 false false R37.htm 100360 - Disclosure - Income Taxes (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTables Income Taxes (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxes 37 false false R38.htm 100370 - Disclosure - Accrued Liabilities (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesTables Accrued Liabilities (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilities 38 false false R39.htm 100380 - Disclosure - Non-controlling Interest (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestTables Non-controlling Interest (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterest 39 false false R40.htm 100390 - Disclosure - Share-Based Compensation Plans (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansTables Share-Based Compensation Plans (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlans 40 false false R41.htm 100400 - Disclosure - Revenue from Contracts with Customers (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersTables Revenue from Contracts with Customers (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomers 41 false false R42.htm 100410 - Disclosure - Leases (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesTables Leases (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeases 42 false false R43.htm 100420 - Disclosure - Debt (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtTables Debt (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebt 43 false false R44.htm 100430 - Disclosure - Liability Related to the Sale of Future Royalties and Milestones (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesTables Liability Related to the Sale of Future Royalties and Milestones (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestones 44 false false R45.htm 100440 - Disclosure - Fair Value Measurements (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsTables Fair Value Measurements (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurements 45 false false R46.htm 100450 - Disclosure - Geographical Information (Tables) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationTables Geographical Information (Tables) Tables http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformation 46 false false R47.htm 100460 - Disclosure - Description of Business (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDescriptionOfBusinessNarrativeDetails Description of Business (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDescriptionOfBusiness 47 false false R48.htm 100470 - Disclosure - Summary of Significant Accounting Policies (Basis of Presentation and Principles of Consolidation) (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesBasisOfPresentationAndPrinciplesOfConsolidationNarrativeDetails Summary of Significant Accounting Policies (Basis of Presentation and Principles of Consolidation) (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesTables 48 false false R49.htm 100480 - Disclosure - Summary of Significant Accounting Policies (Segment Information) (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesSegmentInformationNarrativeDetails Summary of Significant Accounting Policies (Segment Information) (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesTables 49 false false R50.htm 100490 - Disclosure - Summary of Significant Accounting Policies (Accounts Receivable) (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAccountsReceivableNarrativeDetails Summary of Significant Accounting Policies (Accounts Receivable) (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesTables 50 false false R51.htm 100500 - Disclosure - Summary of Significant Accounting Policies (Property, Plant and Equipment) (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPropertyPlantAndEquipmentNarrativeDetails Summary of Significant Accounting Policies (Property, Plant and Equipment) (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesTables 51 false false R52.htm 100510 - Disclosure - Summary of Significant Accounting Policies (Fair Value of Financial Instruments) (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesFairValueOfFinancialInstrumentsNarrativeDetails Summary of Significant Accounting Policies (Fair Value of Financial Instruments) (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesTables 52 false false R53.htm 100520 - Disclosure - Summary of Significant Accounting Policies (Revenue Recognition) (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRevenueRecognitionNarrativeDetails Summary of Significant Accounting Policies (Revenue Recognition) (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesTables 53 false false R54.htm 100530 - Disclosure - Summary of Significant Accounting Policies (Foreign Currency Transactions) (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesForeignCurrencyTransactionsNarrativeDetails Summary of Significant Accounting Policies (Foreign Currency Transactions) (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesTables 54 false false R55.htm 100540 - Disclosure - Summary of Significant Accounting Policies (Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesScheduleOfAntiDilutiveSecuritiesExcludedFromComputationOfDilutedWeightedAverageSharesOutstandingDetails Summary of Significant Accounting Policies (Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesTables 55 false false R56.htm 100550 - Disclosure - Summary of Significant Accounting Policies (Goodwill) (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesGoodwillNarrativeDetails Summary of Significant Accounting Policies (Goodwill) (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesTables 56 false false R57.htm 100560 - Disclosure - Summary of Significant Accounting Policies (Recent Accounting Pronouncements) (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRecentAccountingPronouncementsNarrativeDetails Summary of Significant Accounting Policies (Recent Accounting Pronouncements) (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesTables 57 false false R58.htm 100570 - Disclosure - Business Acquisitions (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails Business Acquisitions (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitions 58 false false R59.htm 100580 - Disclosure - Goodwill and Acquired Intangible Assets (Schedule of Changes in Goodwill) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsScheduleOfChangesInGoodwillDetails Goodwill and Acquired Intangible Assets (Schedule of Changes in Goodwill) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsTables 59 false false R60.htm 100590 - Disclosure - Goodwill and Acquired Intangible Assets (Acquired Intangible Assets) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails Goodwill and Acquired Intangible Assets (Acquired Intangible Assets) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsTables 60 false false R61.htm 100600 - Disclosure - Goodwill and Acquired Intangible Assets (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsNarrativeDetails Goodwill and Acquired Intangible Assets (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsTables 61 false false R62.htm 100610 - Disclosure - Investments (Schedule of Cash Equivalents and Short Term Investments) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsScheduleOfCashEquivalentsAndShortTermInvestmentsDetails Investments (Schedule of Cash Equivalents and Short Term Investments) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsTables 62 false false R63.htm 100620 - Disclosure - Investments Additional Informations (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsAdditionalInformationsDetails Investments Additional Informations (Details) Details 63 false false R64.htm 100630 - Disclosure - Restricted Cash (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashNarrativeDetails Restricted Cash (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashTables 64 false false R65.htm 100640 - Disclosure - Restricted Cash (Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashScheduleOfReconciliationOfCashCashEquivalentsAndRestrictedCashDetails Restricted Cash (Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashTables 65 false false R66.htm 100650 - Disclosure - Property, Plant and Equipment (Schedule of Property, Plant and Equipment, net) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails Property, Plant and Equipment (Schedule of Property, Plant and Equipment, net) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentTables 66 false false R67.htm 100660 - Disclosure - Income Taxes (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails Income Taxes (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTables 67 false false R68.htm 100670 - Disclosure - Income Taxes Deferred tax assets and deferred tax liabilities (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails Income Taxes Deferred tax assets and deferred tax liabilities (Details) Details 68 false false R69.htm 100680 - Disclosure - Income Taxes Tax rate reconciliation (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails Income Taxes Tax rate reconciliation (Details) Details 69 false false R70.htm 100690 - Disclosure - Income Taxes Unrecognized tax benefits (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesUnrecognizedTaxBenefitsDetails Income Taxes Unrecognized tax benefits (Details) Details 70 false false R71.htm 100700 - Disclosure - Accrued Liabilities (Schedule of Accrued Liabilities) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesScheduleOfAccruedLiabilitiesDetails Accrued Liabilities (Schedule of Accrued Liabilities) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesTables 71 false false R72.htm 100710 - Disclosure - Equity (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails Equity (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquity 72 false false R73.htm 100720 - Disclosure - Series C-1 Preferred Stock (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails Series C-1 Preferred Stock (Narrative) (Details) Details 73 false false R74.htm 100730 - Disclosure - Non-controlling Interest - Schedule Of Approximate Interests In Certain Consolidated Subsidiaries (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesDetails Non-controlling Interest - Schedule Of Approximate Interests In Certain Consolidated Subsidiaries (Details) Details 74 false false R75.htm 100740 - Disclosure - Non-controlling Interest - Schedule Of Changes In Non-controlling Interest (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails Non-controlling Interest - Schedule Of Changes In Non-controlling Interest (Details) Details 75 false false R76.htm 100750 - Disclosure - Non-controlling Interest - Additional Information (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestAdditionalInformationDetails Non-controlling Interest - Additional Information (Details) Details 76 false false R77.htm 100760 - Disclosure - Share-Based Compensation Plans (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails Share-Based Compensation Plans (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansTables 77 false false R78.htm 100770 - Disclosure - Share-Based Compensation Plans (Schedule of Fair Value of Option Granted Estimated on Date of Grant Using Weighted Average Assumptions) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfFairValueOfOptionGrantedEstimatedOnDateOfGrantUsingWeightedAverageAssumptionsDetails Share-Based Compensation Plans (Schedule of Fair Value of Option Granted Estimated on Date of Grant Using Weighted Average Assumptions) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansTables 78 false false R79.htm 100780 - Disclosure - Share-Based Compensation Plans (Schedule Of Stock Option Activity) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails Share-Based Compensation Plans (Schedule Of Stock Option Activity) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansTables 79 false false R80.htm 100790 - Disclosure - Share-Based Compensation Plans (Summary Of Non-vested Stock Activity) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansSummaryOfNonVestedStockActivityDetails Share-Based Compensation Plans (Summary Of Non-vested Stock Activity) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansTables 80 false false R81.htm 100800 - Disclosure - Share-Based Compensation Plans (Schedule Of Share-Based Compensation Expense) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfShareBasedCompensationExpenseDetails Share-Based Compensation Plans (Schedule Of Share-Based Compensation Expense) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansTables 81 false false R82.htm 100810 - Disclosure - License, Research and Other Agreements (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails License, Research and Other Agreements (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreements 82 false false R83.htm 100820 - Disclosure - Revenue from Contracts with Customers (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails Revenue from Contracts with Customers (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersTables 83 false false R84.htm 100830 - Disclosure - Revenue from Contracts with Customers (Narrative) (Details 1) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails1 Revenue from Contracts with Customers (Narrative) (Details 1) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersTables 84 false false R85.htm 100840 - Disclosure - Revenue from Contracts with Customers (Summary of Disaggregation of Revenue) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails Revenue from Contracts with Customers (Summary of Disaggregation of Revenue) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersTables 85 false false R86.htm 100850 - Disclosure - Revenue from Contracts with Customers (Schedule of Information about Contract Assets and Contract Liabilities from Contracts with Customers) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersScheduleOfInformationAboutContractAssetsAndContractLiabilitiesFromContractsWithCustomersDetails Revenue from Contracts with Customers (Schedule of Information about Contract Assets and Contract Liabilities from Contracts with Customers) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersTables 86 false false R87.htm 100860 - Disclosure - Related Party Transactions (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails Related Party Transactions (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactions 87 false false R88.htm 100870 - Disclosure - Leases (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails Leases (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesTables 88 false false R89.htm 100880 - Disclosure - Leases (Schedule of Components of Lease Cost Recorded in Condensed Consolidated Statement of Operations) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseCostRecordedInCondensedConsolidatedStatementOfOperationsDetails Leases (Schedule of Components of Lease Cost Recorded in Condensed Consolidated Statement of Operations) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesTables 89 false false R90.htm 100890 - Disclosure - Leases (Schedule of Supplemental Balance Sheet Information Related to Lease) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails Leases (Schedule of Supplemental Balance Sheet Information Related to Lease) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesTables 90 false false R91.htm 100900 - Disclosure - Leases (Schedule of Maturities of Operating Lease Liabilities in Accordance With ASC 842) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details Leases (Schedule of Maturities of Operating Lease Liabilities in Accordance With ASC 842) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesTables 91 false false R92.htm 100920 - Disclosure - Leases (Schedule of Weighted-Average Remaining Lease Terms and Discount Rates Related to Leases) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfWeightedAverageRemainingLeaseTermsAndDiscountRatesRelatedToLeasesDetails Leases (Schedule of Weighted-Average Remaining Lease Terms and Discount Rates Related to Leases) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesTables 92 false false R93.htm 100930 - Disclosure - Debt - Schedule of Debt Obligations (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails Debt - Schedule of Debt Obligations (Details) Details 93 false false R94.htm 100940 - Disclosure - Debt (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails Debt (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtTables 94 false false R95.htm 100950 - Disclosure - Liability Related to the Sale of Future Royalties and Milestones (Schedule of Liability Account) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails Liability Related to the Sale of Future Royalties and Milestones (Schedule of Liability Account) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesTables 95 false false R96.htm 100960 - Disclosure - Liability Related to the Sale of Future Royalties and Milestones (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails Liability Related to the Sale of Future Royalties and Milestones (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesTables 96 false false R97.htm 100970 - Disclosure - Fair Value Measurements (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails Fair Value Measurements (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsTables 97 false false R98.htm 100980 - Disclosure - Fair Value Measurements (Schedule of Weighted Average Values of Contingent Purchase Milestones and Credit Spread) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfWeightedAverageValuesOfContingentPurchaseMilestonesAndCreditSpreadDetails Fair Value Measurements (Schedule of Weighted Average Values of Contingent Purchase Milestones and Credit Spread) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsTables 98 false false R99.htm 100990 - Disclosure - Fair Value Measurements (Schedule of Liabilities Measured at Fair Value) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueDetails Fair Value Measurements (Schedule of Liabilities Measured at Fair Value) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsTables 99 false false R100.htm 101000 - Disclosure - Fair Value Measurements (Schedule of Liabilities Measured at Fair Value Using Significant Unobservable Inputs) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueUsingSignificantUnobservableInputsDetails Fair Value Measurements (Schedule of Liabilities Measured at Fair Value Using Significant Unobservable Inputs) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsTables 100 false false R101.htm 101010 - Disclosure - Benefit Plans (Narrative) (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBenefitPlansNarrativeDetails Benefit Plans (Narrative) (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBenefitPlans 101 false false R102.htm 101020 - Disclosure - Geographical Information (Details) Sheet http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationDetails Geographical Information (Details) Details http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationTables 102 false false All Reports Book All Reports agen-10k_20211231.htm agen-20211231.xsd agen-20211231_cal.xml agen-20211231_def.xml agen-20211231_lab.xml agen-20211231_pre.xml agen-ex10102_194.htm agen-ex10111_241.htm agen-ex10121_239.htm agen-ex1012_240.htm agen-ex211_8.htm agen-ex231_10.htm agen-ex311_7.htm agen-ex312_9.htm agen-ex321_6.htm gdt0xxrtlhex000001.jpg http://fasb.org/us-gaap/2021-01-31 http://xbrl.sec.gov/dei/2021q4 true true JSON 126 MetaLinks.json IDEA: XBRL DOCUMENT { "instance": { "agen-10k_20211231.htm": { "axisCustom": 1, "axisStandard": 42, "contextCount": 417, "dts": { "calculationLink": { "local": [ "agen-20211231_cal.xml" ] }, "definitionLink": { "local": [ "agen-20211231_def.xml" ] }, "inline": { "local": [ "agen-10k_20211231.htm" ] }, "labelLink": { "local": [ "agen-20211231_lab.xml" ] }, "presentationLink": { "local": [ "agen-20211231_pre.xml" ] }, "schema": { "local": [ "agen-20211231.xsd" ], "remote": [ "http://www.xbrl.org/2003/xbrl-instance-2003-12-31.xsd", "http://www.xbrl.org/2003/xbrl-linkbase-2003-12-31.xsd", "http://www.xbrl.org/2003/xl-2003-12-31.xsd", "http://www.xbrl.org/2003/xlink-2003-12-31.xsd", "http://www.xbrl.org/2005/xbrldt-2005.xsd", "http://www.xbrl.org/2006/ref-2006-02-27.xsd", "http://www.xbrl.org/lrr/arcrole/factExplanatory-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/negated-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/net-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/reference-2009-12-16.xsd", "https://www.xbrl.org/2020/extensible-enumerations-2.0.xsd", "https://www.xbrl.org/dtr/type/2020-01-21/types.xsd", "https://xbrl.fasb.org/srt/2021/elts/srt-2021-01-31.xsd", "https://xbrl.fasb.org/srt/2021/elts/srt-roles-2021-01-31.xsd", "https://xbrl.fasb.org/srt/2021/elts/srt-types-2021-01-31.xsd", "https://xbrl.fasb.org/us-gaap/2021/elts/us-gaap-2021-01-31.xsd", "https://xbrl.fasb.org/us-gaap/2021/elts/us-roles-2021-01-31.xsd", "https://xbrl.fasb.org/us-gaap/2021/elts/us-types-2021-01-31.xsd", "https://xbrl.sec.gov/country/2021/country-2021.xsd", "https://xbrl.sec.gov/currency/2021/currency-2021.xsd", "https://xbrl.sec.gov/dei/2021q4/dei-2021q4.xsd", "https://xbrl.sec.gov/exch/2021/exch-2021.xsd", "https://xbrl.sec.gov/naics/2021/naics-2021.xsd", "https://xbrl.sec.gov/sic/2021/sic-2021.xsd", "https://xbrl.sec.gov/stpr/2021/stpr-2021.xsd" ] } }, "elementCount": 901, "entityCount": 1, "hidden": { "http://fasb.org/us-gaap/2021-01-31": 48, "http://www.agenusbio.com/20211231": 13, "http://xbrl.sec.gov/dei/2021q4": 5, "total": 66 }, "keyCustom": 156, "keyStandard": 480, "memberCustom": 85, "memberStandard": 59, "nsprefix": "agen", "nsuri": "http://www.agenusbio.com/20211231", "report": { "R1": { "firstAnchor": { "ancestors": [ "p", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "dei:DocumentType", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "document", "isDefault": "true", "longName": "100000 - Document - Document and Entity Information", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation", "shortName": "Document and Entity Information", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "p", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "dei:DocumentType", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R10": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessCombinationDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100090 - Disclosure - Business Acquisitions", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitions", "shortName": "Business Acquisitions", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessCombinationDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R100": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock", "us-gaap:FairValueDisclosuresTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_us-gaapFairValueByFairValueHierarchyLevelAxis_us-gaapFairValueInputsLevel3Member_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:FairValueMeasurementWithUnobservableInputsReconciliationsRecurringBasisLiabilityValue", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "101000 - Disclosure - Fair Value Measurements (Schedule of Liabilities Measured at Fair Value Using Significant Unobservable Inputs) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueUsingSignificantUnobservableInputsDetails", "shortName": "Fair Value Measurements (Schedule of Liabilities Measured at Fair Value Using Significant Unobservable Inputs) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock", "us-gaap:FairValueDisclosuresTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_us-gaapFairValueByFairValueHierarchyLevelAxis_us-gaapFairValueInputsLevel3Member_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:FairValueMeasurementWithUnobservableInputsReconciliationsRecurringBasisLiabilityValue", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R101": { "firstAnchor": { "ancestors": [ "p", "us-gaap:PensionAndOtherPostretirementBenefitsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:DefinedContributionPlanEmployerDiscretionaryContributionAmount", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "101010 - Disclosure - Benefit Plans (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBenefitPlansNarrativeDetails", "shortName": "Benefit Plans (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:PensionAndOtherPostretirementBenefitsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:DefinedContributionPlanEmployerDiscretionaryContributionAmount", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R102": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "101020 - Disclosure - Geographical Information (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationDetails", "shortName": "Geographical Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:LongLivedAssetsByGeographicAreasTableTextBlock", "agen:GeographicalInformationDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "lang": null, "name": "us-gaap:NoncurrentAssets", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R11": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100100 - Disclosure - Goodwill and Acquired Intangible Assets", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssets", "shortName": "Goodwill and Acquired Intangible Assets", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R12": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CashAndCashEquivalentsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100110 - Disclosure - Investments", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestments", "shortName": "Investments", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CashAndCashEquivalentsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R13": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RestrictedAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100120 - Disclosure - Restricted Cash", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCash", "shortName": "Restricted Cash", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RestrictedAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R14": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100130 - Disclosure - Property, Plant and Equipment", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipment", "shortName": "Property, Plant and Equipment", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R15": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IncomeTaxDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100140 - Disclosure - Income Taxes", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxes", "shortName": "Income Taxes", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IncomeTaxDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R16": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "agen:AccruedLiabilitiesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100150 - Disclosure - Accrued Liabilities", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilities", "shortName": "Accrued Liabilities", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "agen:AccruedLiabilitiesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R17": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:StockholdersEquityNoteDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100160 - Disclosure - Equity", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquity", "shortName": "Equity", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:StockholdersEquityNoteDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R18": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "agen:ConvertiblePreferredStockTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100170 - Disclosure - Series C-1 Convertible Preferred Stock", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1ConvertiblePreferredStock", "shortName": "Series C-1 Convertible Preferred Stock", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "agen:ConvertiblePreferredStockTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R19": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:MinorityInterestDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100180 - Disclosure - Non-controlling Interest", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterest", "shortName": "Non-controlling Interest", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:MinorityInterestDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R2": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:CashAndCashEquivalentsAtCarryingValue", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "100010 - Statement - Consolidated Balance Sheets", "role": "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets", "shortName": "Consolidated Balance Sheets", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "lang": null, "name": "us-gaap:AccountsReceivableNetCurrent", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R20": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100190 - Disclosure - Share-Based Compensation Plans", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlans", "shortName": "Share-Based Compensation Plans", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R21": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LongTermContractsOrProgramsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100200 - Disclosure - License, Research and Other Agreements", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreements", "shortName": "License, Research and Other Agreements", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LongTermContractsOrProgramsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R22": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RevenueFromContractWithCustomerTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100210 - Disclosure - Revenue from Contracts with Customers", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomers", "shortName": "Revenue from Contracts with Customers", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RevenueFromContractWithCustomerTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R23": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RelatedPartyTransactionsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100220 - Disclosure - Related Party Transactions", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactions", "shortName": "Related Party Transactions", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RelatedPartyTransactionsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R24": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "agen:LesseeOperatingLeasesAndFinanceLeasesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100230 - Disclosure - Leases", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeases", "shortName": "Leases", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "agen:LesseeOperatingLeasesAndFinanceLeasesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R25": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DebtDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100240 - Disclosure - Debt", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebt", "shortName": "Debt", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DebtDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R26": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "agen:LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100250 - Disclosure - Liability Related to the Sale of Future Royalties and Milestones", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestones", "shortName": "Liability Related to the Sale of Future Royalties and Milestones", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "agen:LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R27": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FairValueDisclosuresTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100260 - Disclosure - Fair Value Measurements", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurements", "shortName": "Fair Value Measurements", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FairValueDisclosuresTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R28": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CommitmentsAndContingenciesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100270 - Disclosure - Contingencies", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureContingencies", "shortName": "Contingencies", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CommitmentsAndContingenciesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R29": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PensionAndOtherPostretirementBenefitsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100280 - Disclosure - Benefit Plans", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBenefitPlans", "shortName": "Benefit Plans", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PensionAndOtherPostretirementBenefitsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R3": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "100020 - Statement - Consolidated Balance Sheets (Parenthetical)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical", "shortName": "Consolidated Balance Sheets (Parenthetical)", "subGroupType": "parenthetical", "uniqueAnchor": { "ancestors": [ "us-gaap:PreferredStockParOrStatedValuePerShare", "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20201231", "decimals": "INF", "lang": null, "name": "us-gaap:PreferredStockParOrStatedValuePerShare", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD_xbrlishares", "xsiNil": "false" } }, "R30": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "agen:GeographicalInformationDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100290 - Disclosure - Geographical Information", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformation", "shortName": "Geographical Information", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "agen:GeographicalInformationDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R31": { "firstAnchor": { "ancestors": [ "us-gaap:SignificantAccountingPoliciesTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ConsolidationPolicyTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100300 - Disclosure - Summary of Significant Accounting Policies (Policies)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies", "shortName": "Summary of Significant Accounting Policies (Policies)", "subGroupType": "policies", "uniqueAnchor": { "ancestors": [ "us-gaap:SignificantAccountingPoliciesTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ConsolidationPolicyTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R32": { "firstAnchor": { "ancestors": [ "p", "us-gaap:EarningsPerSharePolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100310 - Disclosure - Summary of Significant Accounting Policies (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesTables", "shortName": "Summary of Significant Accounting Policies (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:EarningsPerSharePolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R33": { "firstAnchor": { "ancestors": [ "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfGoodwillTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100320 - Disclosure - Goodwill and Acquired Intangible Assets (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsTables", "shortName": "Goodwill and Acquired Intangible Assets (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfGoodwillTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R34": { "firstAnchor": { "ancestors": [ "us-gaap:CashAndCashEquivalentsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfCashCashEquivalentsAndShortTermInvestmentsTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100330 - Disclosure - Investments (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsTables", "shortName": "Investments (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "us-gaap:CashAndCashEquivalentsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfCashCashEquivalentsAndShortTermInvestmentsTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R35": { "firstAnchor": { "ancestors": [ "us-gaap:RestrictedAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfCashAndCashEquivalentsTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100340 - Disclosure - Restricted Cash (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashTables", "shortName": "Restricted Cash (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "us-gaap:RestrictedAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfCashAndCashEquivalentsTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R36": { "firstAnchor": { "ancestors": [ "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100350 - Disclosure - Property, Plant and Equipment (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentTables", "shortName": "Property, Plant and Equipment (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R37": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100360 - Disclosure - Income Taxes (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTables", "shortName": "Income Taxes (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R38": { "firstAnchor": { "ancestors": [ "agen:AccruedLiabilitiesDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfAccruedLiabilitiesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100370 - Disclosure - Accrued Liabilities (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesTables", "shortName": "Accrued Liabilities (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "agen:AccruedLiabilitiesDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfAccruedLiabilitiesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R39": { "firstAnchor": { "ancestors": [ "us-gaap:MinorityInterestDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "agen:ScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100380 - Disclosure - Non-controlling Interest (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestTables", "shortName": "Non-controlling Interest (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "us-gaap:MinorityInterestDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "agen:ScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R4": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "100030 - Statement - Consolidated Statements of Operations and Comprehensive Loss", "role": "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss", "shortName": "Consolidated Statements of Operations and Comprehensive Loss", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "lang": null, "name": "us-gaap:CostOfRevenue", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R40": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100390 - Disclosure - Share-Based Compensation Plans (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansTables", "shortName": "Share-Based Compensation Plans (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R41": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisaggregationOfRevenueTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100400 - Disclosure - Revenue from Contracts with Customers (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersTables", "shortName": "Revenue from Contracts with Customers (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisaggregationOfRevenueTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R42": { "firstAnchor": { "ancestors": [ "agen:LesseeOperatingLeasesAndFinanceLeasesTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LeaseCostTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100410 - Disclosure - Leases (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesTables", "shortName": "Leases (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "agen:LesseeOperatingLeasesAndFinanceLeasesTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LeaseCostTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R43": { "firstAnchor": { "ancestors": [ "us-gaap:DebtDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfDebtTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100420 - Disclosure - Debt (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtTables", "shortName": "Debt (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "us-gaap:DebtDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfDebtTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R44": { "firstAnchor": { "ancestors": [ "agen:LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "agen:ScheduleOfActivityWithinLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100430 - Disclosure - Liability Related to the Sale of Future Royalties and Milestones (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesTables", "shortName": "Liability Related to the Sale of Future Royalties and Milestones (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "agen:LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "agen:ScheduleOfActivityWithinLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R45": { "firstAnchor": { "ancestors": [ "us-gaap:FairValueDisclosuresTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisValuationTechniquesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100440 - Disclosure - Fair Value Measurements (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsTables", "shortName": "Fair Value Measurements (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "us-gaap:FairValueDisclosuresTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisValuationTechniquesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R46": { "firstAnchor": { "ancestors": [ "agen:GeographicalInformationDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RevenueFromExternalCustomersByGeographicAreasTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100450 - Disclosure - Geographical Information (Tables)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationTables", "shortName": "Geographical Information (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "agen:GeographicalInformationDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RevenueFromExternalCustomersByGeographicAreasTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R47": { "firstAnchor": { "ancestors": [ "p", "us-gaap:BusinessDescriptionAndBasisOfPresentationTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:CashCashEquivalentsAndShortTermInvestments", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100460 - Disclosure - Description of Business (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDescriptionOfBusinessNarrativeDetails", "shortName": "Description of Business (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:BusinessDescriptionAndBasisOfPresentationTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-5", "lang": null, "name": "us-gaap:CashAndCashEquivalentsPeriodIncreaseDecrease", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R48": { "firstAnchor": { "ancestors": [ "p", "us-gaap:ConsolidationPolicyTextBlock", "us-gaap:SignificantAccountingPoliciesTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "INF", "first": true, "lang": null, "name": "agen:NumberOfSubsidiariesNotOwned", "reportCount": 1, "unique": true, "unitRef": "U_agenSubsidiary", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100470 - Disclosure - Summary of Significant Accounting Policies (Basis of Presentation and Principles of Consolidation) (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesBasisOfPresentationAndPrinciplesOfConsolidationNarrativeDetails", "shortName": "Summary of Significant Accounting Policies (Basis of Presentation and Principles of Consolidation) (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:ConsolidationPolicyTextBlock", "us-gaap:SignificantAccountingPoliciesTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "INF", "first": true, "lang": null, "name": "agen:NumberOfSubsidiariesNotOwned", "reportCount": 1, "unique": true, "unitRef": "U_agenSubsidiary", "xsiNil": "false" } }, "R49": { "firstAnchor": { "ancestors": [ "p", "us-gaap:SegmentReportingPolicyPolicyTextBlock", "us-gaap:SignificantAccountingPoliciesTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:NumberOfOperatingSegments", "reportCount": 1, "unique": true, "unitRef": "U_agenSegment", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100480 - Disclosure - Summary of Significant Accounting Policies (Segment Information) (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesSegmentInformationNarrativeDetails", "shortName": "Summary of Significant Accounting Policies (Segment Information) (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:SegmentReportingPolicyPolicyTextBlock", "us-gaap:SignificantAccountingPoliciesTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:NumberOfOperatingSegments", "reportCount": 1, "unique": true, "unitRef": "U_agenSegment", "xsiNil": "false" } }, "R5": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20181231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "100040 - Statement - Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit", "shortName": "Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit)", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20181231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R50": { "firstAnchor": { "ancestors": [ "p", "us-gaap:ReceivablesPolicyTextBlock", "us-gaap:SignificantAccountingPoliciesTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:AllowanceForDoubtfulAccountsReceivable", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100490 - Disclosure - Summary of Significant Accounting Policies (Accounts Receivable) (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAccountsReceivableNarrativeDetails", "shortName": "Summary of Significant Accounting Policies (Accounts Receivable) (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:ReceivablesPolicyTextBlock", "us-gaap:SignificantAccountingPoliciesTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:AllowanceForDoubtfulAccountsReceivable", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R51": { "firstAnchor": { "ancestors": [ "p", "us-gaap:PropertyPlantAndEquipmentPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:Depreciation", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100500 - Disclosure - Summary of Significant Accounting Policies (Property, Plant and Equipment) (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPropertyPlantAndEquipmentNarrativeDetails", "shortName": "Summary of Significant Accounting Policies (Property, Plant and Equipment) (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:PropertyPlantAndEquipmentPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:Depreciation", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R52": { "firstAnchor": { "ancestors": [ "p", "us-gaap:FairValueOfFinancialInstrumentsPolicy", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:DebtInstrumentCarryingAmount", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100510 - Disclosure - Summary of Significant Accounting Policies (Fair Value of Financial Instruments) (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesFairValueOfFinancialInstrumentsNarrativeDetails", "shortName": "Summary of Significant Accounting Policies (Fair Value of Financial Instruments) (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R53": { "firstAnchor": { "ancestors": [ "p", "us-gaap:RevenueFromContractWithCustomerPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_srtMajorCustomersAxis_agenOneCollaborationPartnerMember_us-gaapConcentrationRiskByBenchmarkAxis_us-gaapSalesRevenueNetMember_us-gaapConcentrationRiskByTypeAxis_us-gaapCustomerConcentrationRiskMember_20210101_20211231", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:ConcentrationRiskPercentage1", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100520 - Disclosure - Summary of Significant Accounting Policies (Revenue Recognition) (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRevenueRecognitionNarrativeDetails", "shortName": "Summary of Significant Accounting Policies (Revenue Recognition) (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:RevenueFromContractWithCustomerPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_srtMajorCustomersAxis_agenOneCollaborationPartnerMember_us-gaapConcentrationRiskByBenchmarkAxis_us-gaapSalesRevenueNetMember_us-gaapConcentrationRiskByTypeAxis_us-gaapCustomerConcentrationRiskMember_20210101_20211231", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:ConcentrationRiskPercentage1", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" } }, "R54": { "firstAnchor": { "ancestors": [ "p", "us-gaap:ForeignCurrencyTransactionsAndTranslationsPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:ForeignCurrencyTransactionGainLossBeforeTax", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100530 - Disclosure - Summary of Significant Accounting Policies (Foreign Currency Transactions) (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesForeignCurrencyTransactionsNarrativeDetails", "shortName": "Summary of Significant Accounting Policies (Foreign Currency Transactions) (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:ForeignCurrencyTransactionsAndTranslationsPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:ForeignCurrencyTransactionGainLossBeforeTax", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R55": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "ix:continuation", "us-gaap:EarningsPerSharePolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_us-gaapAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis_us-gaapWarrantMember_20210101_20211231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100540 - Disclosure - Summary of Significant Accounting Policies (Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesScheduleOfAntiDilutiveSecuritiesExcludedFromComputationOfDilutedWeightedAverageSharesOutstandingDetails", "shortName": "Summary of Significant Accounting Policies (Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "ix:continuation", "us-gaap:EarningsPerSharePolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_us-gaapAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis_us-gaapWarrantMember_20210101_20211231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R56": { "firstAnchor": { "ancestors": [ "p", "us-gaap:GoodwillAndIntangibleAssetsGoodwillPolicy", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:GoodwillImpairmentLoss", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100550 - Disclosure - Summary of Significant Accounting Policies (Goodwill) (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesGoodwillNarrativeDetails", "shortName": "Summary of Significant Accounting Policies (Goodwill) (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:GoodwillAndIntangibleAssetsGoodwillPolicy", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:GoodwillImpairmentLoss", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R57": { "firstAnchor": { "ancestors": [ "p", "us-gaap:NewAccountingPronouncementsPolicyPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_us-gaapAdjustmentsForNewAccountingPronouncementsAxis_agenAccountingStandardUpdate201912Member_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ChangeInAccountingPrincipleAccountingStandardsUpdateAdoptionDate", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100560 - Disclosure - Summary of Significant Accounting Policies (Recent Accounting Pronouncements) (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRecentAccountingPronouncementsNarrativeDetails", "shortName": "Summary of Significant Accounting Policies (Recent Accounting Pronouncements) (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:NewAccountingPronouncementsPolicyPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_us-gaapAdjustmentsForNewAccountingPronouncementsAxis_agenAccountingStandardUpdate201912Member_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ChangeInAccountingPrincipleAccountingStandardsUpdateAdoptionDate", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R58": { "firstAnchor": { "ancestors": [ "p", "us-gaap:BusinessCombinationDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_us-gaapBusinessAcquisitionAxis_agenA4antibodyAcquisitionMember_20140212", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:BusinessCombinationContingentConsiderationArrangementsRangeOfOutcomesValueHigh", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100570 - Disclosure - Business Acquisitions (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails", "shortName": "Business Acquisitions (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:BusinessCombinationDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_us-gaapBusinessAcquisitionAxis_agenA4antibodyAcquisitionMember_20140212", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:BusinessCombinationContingentConsiderationArrangementsRangeOfOutcomesValueHigh", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R59": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:Goodwill", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100580 - Disclosure - Goodwill and Acquired Intangible Assets (Schedule of Changes in Goodwill) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsScheduleOfChangesInGoodwillDetails", "shortName": "Goodwill and Acquired Intangible Assets (Schedule of Changes in Goodwill) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfGoodwillTextBlock", "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "lang": null, "name": "us-gaap:GoodwillForeignCurrencyTranslationGainLoss", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R6": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:PreferredStockParOrStatedValuePerShare", "reportCount": 1, "unitRef": "U_iso4217USD_xbrlishares", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "100050 - Statement - Consolidated Statements of Cash Flows (Parenthetical)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlowsParenthetical", "shortName": "Consolidated Statements of Cash Flows (Parenthetical)", "subGroupType": "parenthetical", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_us-gaapTypeOfArrangementAxis_agenPaymentForServicesMember_20211231", "decimals": "INF", "lang": null, "name": "us-gaap:CommonStockParOrStatedValuePerShare", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD_xbrlishares", "xsiNil": "false" } }, "R60": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "agen:ScheduleOfIntangibleAssetsExcludingGoodwillTableTextBlock", "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:IntangibleAssetsGrossExcludingGoodwill", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100590 - Disclosure - Goodwill and Acquired Intangible Assets (Acquired Intangible Assets) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails", "shortName": "Goodwill and Acquired Intangible Assets (Acquired Intangible Assets) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "agen:ScheduleOfIntangibleAssetsExcludingGoodwillTableTextBlock", "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:IntangibleAssetsGrossExcludingGoodwill", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R61": { "firstAnchor": { "ancestors": [ "p", "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:AcquiredFiniteLivedIntangibleAssetsWeightedAverageUsefulLife", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100600 - Disclosure - Goodwill and Acquired Intangible Assets (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsNarrativeDetails", "shortName": "Goodwill and Acquired Intangible Assets (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:AcquiredFiniteLivedIntangibleAssetsWeightedAverageUsefulLife", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R62": { "firstAnchor": { "ancestors": [ "p", "us-gaap:BusinessDescriptionAndBasisOfPresentationTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:CashCashEquivalentsAndShortTermInvestments", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100610 - Disclosure - Investments (Schedule of Cash Equivalents and Short Term Investments) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsScheduleOfCashEquivalentsAndShortTermInvestmentsDetails", "shortName": "Investments (Schedule of Cash Equivalents and Short Term Investments) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfCashCashEquivalentsAndShortTermInvestmentsTableTextBlock", "us-gaap:CashAndCashEquivalentsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_us-gaapFairValueByMeasurementBasisAxis_us-gaapCarryingReportedAmountFairValueDisclosureMember_20211231", "decimals": "-3", "lang": null, "name": "us-gaap:CashCashEquivalentsAndShortTermInvestments", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R63": { "firstAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:CashEquivalentsAtCarryingValue", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100620 - Disclosure - Investments Additional Informations (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsAdditionalInformationsDetails", "shortName": "Investments Additional Informations (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:CashEquivalentsAtCarryingValue", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R64": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfCashAndCashEquivalentsTableTextBlock", "us-gaap:RestrictedAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:RestrictedCashAndCashEquivalents", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100630 - Disclosure - Restricted Cash (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashNarrativeDetails", "shortName": "Restricted Cash (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R65": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:CashAndCashEquivalentsAtCarryingValue", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100640 - Disclosure - Restricted Cash (Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashScheduleOfReconciliationOfCashCashEquivalentsAndRestrictedCashDetails", "shortName": "Restricted Cash (Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfCashAndCashEquivalentsTableTextBlock", "us-gaap:RestrictedAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20191231", "decimals": "-3", "lang": null, "name": "us-gaap:CashAndCashEquivalentsAtCarryingValue", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R66": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:PropertyPlantAndEquipmentTextBlock", "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:PropertyPlantAndEquipmentGross", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100650 - Disclosure - Property, Plant and Equipment (Schedule of Property, Plant and Equipment, net) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails", "shortName": "Property, Plant and Equipment (Schedule of Property, Plant and Equipment, net) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:PropertyPlantAndEquipmentTextBlock", "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:PropertyPlantAndEquipmentGross", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R67": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:DeferredTaxAssetsTaxCreditCarryforwardsResearch", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100660 - Disclosure - Income Taxes (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails", "shortName": "Income Taxes (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "us-gaap:ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "INF", "lang": null, "name": "us-gaap:EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" } }, "R68": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "agen:DeferredTaxAssetsOperatingLossCarryForwardsFederalAndState", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100670 - Disclosure - Income Taxes Deferred tax assets and deferred tax liabilities (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails", "shortName": "Income Taxes Deferred tax assets and deferred tax liabilities (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "agen:DeferredTaxAssetsOperatingLossCarryForwardsFederalAndState", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R69": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:IncomeTaxReconciliationIncomeTaxExpenseBenefitAtFederalStatutoryIncomeTaxRate", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100680 - Disclosure - Income Taxes Tax rate reconciliation (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails", "shortName": "Income Taxes Tax rate reconciliation (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:IncomeTaxReconciliationIncomeTaxExpenseBenefitAtFederalStatutoryIncomeTaxRate", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R7": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:ProfitLoss", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "100060 - Statement - Consolidated Statements of Cash Flows", "role": "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "shortName": "Consolidated Statements of Cash Flows", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "lang": null, "name": "us-gaap:DepreciationAndAmortization", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R70": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:SummaryOfIncomeTaxContingenciesTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:UnrecognizedTaxBenefits", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100690 - Disclosure - Income Taxes Unrecognized tax benefits (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesUnrecognizedTaxBenefitsDetails", "shortName": "Income Taxes Unrecognized tax benefits (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:SummaryOfIncomeTaxContingenciesTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20181231", "decimals": "-3", "lang": null, "name": "us-gaap:UnrecognizedTaxBenefits", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R71": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfAccruedLiabilitiesTableTextBlock", "agen:AccruedLiabilitiesDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AccruedSalariesCurrent", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100700 - Disclosure - Accrued Liabilities (Schedule of Accrued Liabilities) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesScheduleOfAccruedLiabilitiesDetails", "shortName": "Accrued Liabilities (Schedule of Accrued Liabilities) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfAccruedLiabilitiesTableTextBlock", "agen:AccruedLiabilitiesDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AccruedSalariesCurrent", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R72": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:CommonStockSharesAuthorized", "reportCount": 1, "unitRef": "U_xbrlishares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100710 - Disclosure - Equity (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "shortName": "Equity (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:StockholdersEquityNoteDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20190619", "decimals": "INF", "lang": null, "name": "us-gaap:CommonStockSharesAuthorized", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R73": { "firstAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_us-gaapStatementClassOfStockAxis_agenSeriesC1ConvertiblePreferredStockMember_20211231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:ConvertiblePreferredStockSharesIssuedUponConversion", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100720 - Disclosure - Series C-1 Preferred Stock (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails", "shortName": "Series C-1 Preferred Stock (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_us-gaapStatementClassOfStockAxis_agenSeriesC1ConvertiblePreferredStockMember_20211231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:ConvertiblePreferredStockSharesIssuedUponConversion", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R74": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "agen:ScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesTableTextBlock", "us-gaap:MinorityInterestDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_srtOwnershipAxis_agenMiNKTherapeuticsIncMember_20211231", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:MinorityInterestOwnershipPercentageByParent", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100730 - Disclosure - Non-controlling Interest - Schedule Of Approximate Interests In Certain Consolidated Subsidiaries (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesDetails", "shortName": "Non-controlling Interest - Schedule Of Approximate Interests In Certain Consolidated Subsidiaries (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "agen:ScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesTableTextBlock", "us-gaap:MinorityInterestDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_srtOwnershipAxis_agenMiNKTherapeuticsIncMember_20211231", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:MinorityInterestOwnershipPercentageByParent", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" } }, "R75": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:MinorityInterest", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100740 - Disclosure - Non-controlling Interest - Schedule Of Changes In Non-controlling Interest (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails", "shortName": "Non-controlling Interest - Schedule Of Changes In Non-controlling Interest (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "agen:ScheduleOfChangesInNonControllingInterestTableTextBlock", "us-gaap:MinorityInterestDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_us-gaapStatementEquityComponentsAxis_us-gaapNoncontrollingInterestMember_20181231", "decimals": "-3", "lang": null, "name": "us-gaap:MinorityInterest", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R76": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "first": true, "lang": null, "name": "agen:SaleOfSubsidiarySharesInInitialPublicOffering", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100750 - Disclosure - Non-controlling Interest - Additional Information (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestAdditionalInformationDetails", "shortName": "Non-controlling Interest - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "us-gaap:MinorityInterestDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_deiLegalEntityAxis_agenMiNKTherapeuticsIncMember_20210101_20211231", "decimals": "-5", "lang": null, "name": "agen:SaleOfSubsidiarySharesInInitialPublicOffering", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R77": { "firstAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageGrantDateFairValue", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD_xbrlishares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100760 - Disclosure - Share-Based Compensation Plans (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails", "shortName": "Share-Based Compensation Plans (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageGrantDateFairValue", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD_xbrlishares", "xsiNil": "false" } }, "R78": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100770 - Disclosure - Share-Based Compensation Plans (Schedule of Fair Value of Option Granted Estimated on Date of Grant Using Weighted Average Assumptions) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfFairValueOfOptionGrantedEstimatedOnDateOfGrantUsingWeightedAverageAssumptionsDetails", "shortName": "Share-Based Compensation Plans (Schedule of Fair Value of Option Granted Estimated on Date of Grant Using Weighted Average Assumptions) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" } }, "R79": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100780 - Disclosure - Share-Based Compensation Plans (Schedule Of Stock Option Activity) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails", "shortName": "Share-Based Compensation Plans (Schedule Of Stock Option Activity) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R8": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessDescriptionAndBasisOfPresentationTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100070 - Disclosure - Description of Business", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDescriptionOfBusiness", "shortName": "Description of Business", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessDescriptionAndBasisOfPresentationTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R80": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfNonvestedShareActivityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100790 - Disclosure - Share-Based Compensation Plans (Summary Of Non-vested Stock Activity) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansSummaryOfNonVestedStockActivityDetails", "shortName": "Share-Based Compensation Plans (Summary Of Non-vested Stock Activity) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfNonvestedShareActivityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R81": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfCompensationCostForShareBasedPaymentArrangementsAllocationOfShareBasedCompensationCostsByPlanTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100800 - Disclosure - Share-Based Compensation Plans (Schedule Of Share-Based Compensation Expense) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfShareBasedCompensationExpenseDetails", "shortName": "Share-Based Compensation Plans (Schedule Of Share-Based Compensation Expense) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfCompensationCostForShareBasedPaymentArrangementsAllocationOfShareBasedCompensationCostsByPlanTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R82": { "firstAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-5", "first": true, "lang": null, "name": "agen:EstimateOfPaymentsForClinicalTrials", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100810 - Disclosure - License, Research and Other Agreements (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails", "shortName": "License, Research and Other Agreements (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-5", "first": true, "lang": null, "name": "agen:EstimateOfPaymentsForClinicalTrials", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R83": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100820 - Disclosure - Revenue from Contracts with Customers (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "shortName": "Revenue from Contracts with Customers (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "INF", "lang": null, "name": "us-gaap:AssetImpairmentCharges", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R84": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_srtCounterpartyNameAxis_agenGileadSciencesIncorporationMember_us-gaapRevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionStartDateAxis_2022-01-01_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:RevenueRemainingPerformanceObligation", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100830 - Disclosure - Revenue from Contracts with Customers (Narrative) (Details 1)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails1", "shortName": "Revenue from Contracts with Customers (Narrative) (Details 1)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_srtCounterpartyNameAxis_agenGileadSciencesIncorporationMember_us-gaapRevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionStartDateAxis_2022-01-01_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:RevenueRemainingPerformanceObligation", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R85": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100840 - Disclosure - Revenue from Contracts with Customers (Summary of Disaggregation of Revenue) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails", "shortName": "Revenue from Contracts with Customers (Summary of Disaggregation of Revenue) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_srtProductOrServiceAxis_agenLicenseAndCollaborationMilestonesMember_20210101_20211231", "decimals": "-3", "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R86": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ContractWithCustomerAssetAndLiabilityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:ContractWithCustomerLiability", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100850 - Disclosure - Revenue from Contracts with Customers (Schedule of Information about Contract Assets and Contract Liabilities from Contracts with Customers) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersScheduleOfInformationAboutContractAssetsAndContractLiabilitiesFromContractsWithCustomersDetails", "shortName": "Revenue from Contracts with Customers (Schedule of Information about Contract Assets and Contract Liabilities from Contracts with Customers) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ContractWithCustomerAssetAndLiabilityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:ContractWithCustomerLiability", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R87": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100860 - Disclosure - Related Party Transactions (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails", "shortName": "Related Party Transactions (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:RelatedPartyTransactionsDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_srtTitleOfIndividualAxis_srtChiefExecutiveOfficerMember_us-gaapRelatedPartyTransactionAxis_agenProtagenicTherapeuticsIncMember_20211231", "decimals": "2", "lang": null, "name": "us-gaap:EquityMethodInvestmentOwnershipPercentage", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" } }, "R88": { "firstAnchor": { "ancestors": [ "p", "agen:LesseeOperatingLeasesAndFinanceLeasesTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:OperatingLeasePayments", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100870 - Disclosure - Leases (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails", "shortName": "Leases (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "agen:LesseeOperatingLeasesAndFinanceLeasesTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:OperatingLeasePayments", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R89": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:LeaseCostTableTextBlock", "agen:LesseeOperatingLeasesAndFinanceLeasesTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OperatingLeaseCost", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100880 - Disclosure - Leases (Schedule of Components of Lease Cost Recorded in Condensed Consolidated Statement of Operations) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseCostRecordedInCondensedConsolidatedStatementOfOperationsDetails", "shortName": "Leases (Schedule of Components of Lease Cost Recorded in Condensed Consolidated Statement of Operations) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:LeaseCostTableTextBlock", "agen:LesseeOperatingLeasesAndFinanceLeasesTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OperatingLeaseCost", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R9": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SignificantAccountingPoliciesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100080 - Disclosure - Summary of Significant Accounting Policies", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPolicies", "shortName": "Summary of Significant Accounting Policies", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SignificantAccountingPoliciesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R90": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OperatingLeaseRightOfUseAsset", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100890 - Disclosure - Leases (Schedule of Supplemental Balance Sheet Information Related to Lease) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails", "shortName": "Leases (Schedule of Supplemental Balance Sheet Information Related to Lease) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "agen:LesseeLeaseScheduleOfSupplementalBalanceSheetInformationTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "lang": null, "name": "us-gaap:FinanceLeaseRightOfUseAsset", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R91": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "agen:LesseeOperatingLeasesFinanceLeasesExpectedSubleaseReceiptsAndNetFutureLeaseCommitmentsLiabilitiesMaturityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100900 - Disclosure - Leases (Schedule of Maturities of Operating Lease Liabilities in Accordance With ASC 842) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details", "shortName": "Leases (Schedule of Maturities of Operating Lease Liabilities in Accordance With ASC 842) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "agen:LesseeOperatingLeasesFinanceLeasesExpectedSubleaseReceiptsAndNetFutureLeaseCommitmentsLiabilitiesMaturityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R92": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "agen:LesseeOperatingLeaseScheduleOfWeightedAverageRemainingLeaseTermAndDiscountRatesTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "3", "first": true, "lang": null, "name": "us-gaap:OperatingLeaseWeightedAverageDiscountRatePercent", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100920 - Disclosure - Leases (Schedule of Weighted-Average Remaining Lease Terms and Discount Rates Related to Leases) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfWeightedAverageRemainingLeaseTermsAndDiscountRatesRelatedToLeasesDetails", "shortName": "Leases (Schedule of Weighted-Average Remaining Lease Terms and Discount Rates Related to Leases) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "agen:LesseeOperatingLeaseScheduleOfWeightedAverageRemainingLeaseTermAndDiscountRatesTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "3", "first": true, "lang": null, "name": "us-gaap:OperatingLeaseWeightedAverageDiscountRatePercent", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" } }, "R93": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfDebtTableTextBlock", "us-gaap:DebtDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OtherLongTermDebtCurrent", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100930 - Disclosure - Debt - Schedule of Debt Obligations (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails", "shortName": "Debt - Schedule of Debt Obligations (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfDebtTableTextBlock", "us-gaap:DebtDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OtherLongTermDebtCurrent", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R94": { "firstAnchor": { "ancestors": [ "p", "us-gaap:FairValueOfFinancialInstrumentsPolicy", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:DebtInstrumentCarryingAmount", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100940 - Disclosure - Debt (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "shortName": "Debt (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "td", "tr", "table", "div", "us-gaap:DebtDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20200218", "decimals": "INF", "lang": null, "name": "us-gaap:ClassOfWarrantOrRightNumberOfSecuritiesCalledByWarrantsOrRights", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R95": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "agen:ScheduleOfActivityWithinLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesTableTextBlock", "agen:LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20201231", "decimals": "-3", "first": true, "lang": null, "name": "agen:LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesIncludingUnamortizedTransactionCosts", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100950 - Disclosure - Liability Related to the Sale of Future Royalties and Milestones (Schedule of Liability Account) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails", "shortName": "Liability Related to the Sale of Future Royalties and Milestones (Schedule of Liability Account) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "agen:ScheduleOfActivityWithinLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesTableTextBlock", "agen:LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20201231", "decimals": "-3", "first": true, "lang": null, "name": "agen:LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesIncludingUnamortizedTransactionCosts", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R96": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "agen:ScheduleOfActivityWithinLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesTableTextBlock", "agen:LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesDisclosureTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20210101_20211231", "decimals": "-3", "first": true, "lang": null, "name": "agen:NonCashInterestExpenseRelatedToSaleOfFutureRoyalties", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100960 - Disclosure - Liability Related to the Sale of Future Royalties and Milestones (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "shortName": "Liability Related to the Sale of Future Royalties and Milestones (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_srtCounterpartyNameAxis_agenIncyteCorporationAndMerckSharpeAndDohmeMember_20180920_20180920", "decimals": "INF", "lang": null, "name": "agen:PercentageOfFutureMilestonesRetainedOnNetSalesOfProducts", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" } }, "R97": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:FairValueLiabilitiesMeasuredOnRecurringBasisTextBlock", "us-gaap:FairValueDisclosuresTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "agen:ContingentConsiderationLiabilityFairValueDisclosure", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100970 - Disclosure - Fair Value Measurements (Narrative) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails", "shortName": "Fair Value Measurements (Narrative) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:FairValueDisclosuresTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "INF", "lang": null, "name": "us-gaap:FairValueAssetsLevel1ToLevel2TransfersAmount", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R98": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "ix:continuation", "us-gaap:FairValueDisclosuresTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_srtRangeAxis_srtWeightedAverageMember_20210101_20211231", "decimals": "3", "first": true, "lang": null, "name": "agen:SignificantUnobservableInputsCreditSpread", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100980 - Disclosure - Fair Value Measurements (Schedule of Weighted Average Values of Contingent Purchase Milestones and Credit Spread) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfWeightedAverageValuesOfContingentPurchaseMilestonesAndCreditSpreadDetails", "shortName": "Fair Value Measurements (Schedule of Weighted Average Values of Contingent Purchase Milestones and Credit Spread) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "ix:continuation", "us-gaap:FairValueDisclosuresTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_srtRangeAxis_srtWeightedAverageMember_20210101_20211231", "decimals": "3", "first": true, "lang": null, "name": "agen:SignificantUnobservableInputsCreditSpread", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" } }, "R99": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:FairValueLiabilitiesMeasuredOnRecurringBasisTextBlock", "us-gaap:FairValueDisclosuresTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "first": true, "lang": null, "name": "agen:ContingentConsiderationLiabilityFairValueDisclosure", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100990 - Disclosure - Fair Value Measurements (Schedule of Liabilities Measured at Fair Value) (Details)", "role": "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueDetails", "shortName": "Fair Value Measurements (Schedule of Liabilities Measured at Fair Value) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:FairValueLiabilitiesMeasuredOnRecurringBasisTextBlock", "us-gaap:FairValueDisclosuresTextBlock", "body", "html" ], "baseRef": "agen-10k_20211231.htm", "contextRef": "C_0001098972_20211231", "decimals": "-3", "lang": null, "name": "us-gaap:NonfinancialLiabilitiesFairValueDisclosure", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } } }, "segmentCount": 150, "tag": { "agen_A2009And2019ESPPMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A 2009 and 2019 ESPP.", "label": "A2009 And2019 E S P P [Member]", "terseLabel": "2009 and 2019 ESPP [Member]" } } }, "localname": "A2009And2019ESPPMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_A2009EIPMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "2009 EIP.", "label": "A2009 E I P [Member]", "terseLabel": "2009 EIP [Member]" } } }, "localname": "A2009EIPMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_A2009ESPPMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "2009 ESPP.", "label": "A2009 E S P P [Member]", "terseLabel": "2009 ESPP [Member]" } } }, "localname": "A2009ESPPMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_A2015IEPMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "2015 IEP.", "label": "A2015 I E P [Member]", "terseLabel": "2015 IEP [Member]" } } }, "localname": "A2015IEPMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_A2019EIPMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "2019 EIP.", "label": "A2019 E I P [Member]", "terseLabel": "2019 EIP [Member]" } } }, "localname": "A2019EIPMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_A2019ESPPMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "A2019 E S P P [Member]", "terseLabel": "2019 ESPP [Member]" } } }, "localname": "A2019ESPPMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_A4antibodyAcquisitionMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "4-antibody acquisition.", "label": "A4antibody Acquisition [Member]", "terseLabel": "4-antibody acquisition [Member]" } } }, "localname": "A4antibodyAcquisitionMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_ATwentyTwentyEmployeeBonusMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A twenty twenty employee bonus.", "label": "A Twenty Twenty Employee Bonus [Member]", "terseLabel": "A2020 Employee Bonus" } } }, "localname": "ATwentyTwentyEmployeeBonusMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_AccountingStandardUpdate201912Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Accounting standard update 201912.", "label": "Accounting Standard Update201912 [Member]", "terseLabel": "ASU 2019-12 [Member]" } } }, "localname": "AccountingStandardUpdate201912Member", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRecentAccountingPronouncementsNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_AccruedContractManufacturingCosts": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesScheduleOfAccruedLiabilitiesDetails": { "order": 10030.0, "parentTag": "us-gaap_AccruedLiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Accrued contract manufacturing costs.", "label": "Accrued Contract Manufacturing Costs", "terseLabel": "Contract manufacturing costs" } } }, "localname": "AccruedContractManufacturingCosts", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesScheduleOfAccruedLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "agen_AccruedLiabilitiesDisclosureTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Accrued liabilities disclosure.", "label": "Accrued Liabilities Disclosure [Text Block]", "terseLabel": "Accrued Liabilities" } } }, "localname": "AccruedLiabilitiesDisclosureTextBlock", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilities" ], "xbrltype": "textBlockItemType" }, "agen_AccruedResearchServicesCurrent": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesScheduleOfAccruedLiabilitiesDetails": { "order": 10040.0, "parentTag": "us-gaap_AccruedLiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Accrued research services current.", "label": "Accrued Research Services Current", "terseLabel": "Research services" } } }, "localname": "AccruedResearchServicesCurrent", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesScheduleOfAccruedLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "agen_AdditionalFixedFeeForLicenseCosts": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Additional fixed fee for license costs.", "label": "Additional Fixed Fee For License Costs", "terseLabel": "Additional fixed fee for license costs" } } }, "localname": "AdditionalFixedFeeForLicenseCosts", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_AdditionalSharesIssuedForEmployeeBonus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Additional shares issued for employee bonus.", "label": "Additional Shares Issued For Employee Bonus", "terseLabel": "Additional share issued for employee bonus" } } }, "localname": "AdditionalSharesIssuedForEmployeeBonus", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "sharesItemType" }, "agen_AggregatePotentialMilestonesReceivable": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate potential milestones receivable.", "label": "Aggregate Potential Milestones Receivable", "terseLabel": "Aggregate potential milestones receivable" } } }, "localname": "AggregatePotentialMilestonesReceivable", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_AmendmentToTwoThousandAndFifteenWarrantsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Amendment to two thousand and fifteen warrants member.", "label": "Amendment To Two Thousand And Fifteen Warrants [Member]", "terseLabel": "Amendment to 2015 Warrants [Member]" } } }, "localname": "AmendmentToTwoThousandAndFifteenWarrantsMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "agen_AtMarketIssuanceSalesAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "At market issuance sales agreement.", "label": "At Market Issuance Sales Agreement [Member]", "terseLabel": "At Market Issuance Sales Agreement [Member]" } } }, "localname": "AtMarketIssuanceSalesAgreementMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_BRileyFBRIncMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "B. Riley FBR, Inc.", "label": "B Riley F B R Inc [Member]", "terseLabel": "B. Riley FBR, Inc. [Member]" } } }, "localname": "BRileyFBRIncMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_BettaHKMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A wholly-owned subsidiary of Betta Pharmaceuticals Co., Ltd.", "label": "Betta H K [Member]", "terseLabel": "Betta HK [Member]" } } }, "localname": "BettaHKMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_BettaPharmaceuticalsCoLtdMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Betta Pharmaceuticals Co., Ltd.", "label": "Betta Pharmaceuticals Co Ltd [Member]", "terseLabel": "Betta Pharmaceuticals Co., Ltd [Member]" } } }, "localname": "BettaPharmaceuticalsCoLtdMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_BettaPharmaceuticalsCollabrationAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Betta pharmaceuticals collabration agreement member.", "label": "Betta Pharmaceuticals Collabration Agreement [Member]", "terseLabel": "Betta Pharmaceuticals Collaboration Agreement [Member]" } } }, "localname": "BettaPharmaceuticalsCollabrationAgreementMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_BristolMyersSquibbCompanyLicenseAgreement1Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Bristol myers squibb company license agreement.", "label": "Bristol Myers Squibb Company License Agreement1 [Member]", "terseLabel": "Bristol Myers Squibb Company License Agreement [Member]" } } }, "localname": "BristolMyersSquibbCompanyLicenseAgreement1Member", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_BusinessAcquisitionDeferredPurchasePriceAndContingentConsideration": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Business acquisition, deferred purchase price and contingent consideration.", "label": "Business Acquisition Deferred Purchase Price And Contingent Consideration", "terseLabel": "Contingent purchase price consideration in connection with business acquisition" } } }, "localname": "BusinessAcquisitionDeferredPurchasePriceAndContingentConsideration", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "agen_BusinessAcquisitionMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Business acquisition.", "label": "Business Acquisition [Member]", "terseLabel": "Business Acquisition [Member]" } } }, "localname": "BusinessAcquisitionMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlowsParenthetical" ], "xbrltype": "domainItemType" }, "agen_BusinessAcquisitionRelatedMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Business Acquisition related [Member]", "label": "Business Acquisition Related [Member]", "terseLabel": "Business Acquisition Related [Member]" } } }, "localname": "BusinessAcquisitionRelatedMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "domainItemType" }, "agen_BusinessCombinationMilestoneExpirationUnachievedPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Business combination, milestone expiration unachieved period.", "label": "Business Combination Milestone Expiration Unachieved Period", "terseLabel": "Business combination, milestone expiration unachieved period" } } }, "localname": "BusinessCombinationMilestoneExpirationUnachievedPeriod", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails" ], "xbrltype": "dateItemType" }, "agen_COVID19Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "COVID 19.", "label": "C O V I D19 [Member]", "terseLabel": "COVID 19 [Member]" } } }, "localname": "COVID19Member", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_CashCharitableContributionExpense": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Cash charitable contribution expense.", "label": "Cash Charitable Contribution Expense", "terseLabel": "Cash charitable contribution" } } }, "localname": "CashCharitableContributionExpense", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_CertainInstitutionalInvestorsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Certain institutional investors.", "label": "Certain Institutional Investors [Member]", "terseLabel": "Certain Institutional Investors [Member]" } } }, "localname": "CertainInstitutionalInvestorsMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_CharitableContributionExpense": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Charitable contribution expense.", "label": "Charitable Contribution Expense", "terseLabel": "Charitable contribution" } } }, "localname": "CharitableContributionExpense", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_ChildrenOfArmeniaFundMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Children of Armenia Fund.", "label": "Children Of Armenia Fund [Member]", "terseLabel": "Children of Armenia Fund (\"COAF\") [Member]" } } }, "localname": "ChildrenOfArmeniaFundMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_ClinicalProductRevenue1Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Clinical product revenue.", "label": "Clinical Product Revenue1 [Member]", "terseLabel": "Clinical product revenue [Member]" } } }, "localname": "ClinicalProductRevenue1Member", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "agen_ClinicalTrialsExpense": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Clinical Trials Expense", "label": "Clinical Trials Expense", "terseLabel": "Clinical trials expense" } } }, "localname": "ClinicalTrialsExpense", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_CollaborationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Collaboration.", "label": "Collaboration [Abstract]" } } }, "localname": "CollaborationAbstract", "nsuri": "http://www.agenusbio.com/20211231", "xbrltype": "stringItemType" }, "agen_CollaborationAgreementTerminationNoticePeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Collaboration agreement termination notice period.", "label": "Collaboration Agreement Termination Notice Period", "terseLabel": "Collaboration Agreement Termination Notice Period" } } }, "localname": "CollaborationAgreementTerminationNoticePeriod", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "durationItemType" }, "agen_CollaborationAgreementTransactionPrice": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Collaboration agreement transaction price.", "label": "Collaboration Agreement Transaction Price", "terseLabel": "Initial transaction price" } } }, "localname": "CollaborationAgreementTransactionPrice", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_CollaborationAgreementTransactionPriceRecognized": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Collaboration agreement transaction price recognized.", "label": "Collaboration Agreement Transaction Price Recognized", "terseLabel": "Transaction price recognized" } } }, "localname": "CollaborationAgreementTransactionPriceRecognized", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_CommonStockTradingPricePerShare": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Common stock trading price per share.", "label": "Common Stock Trading Price Per Share", "terseLabel": "Trading Price of our Common Stock" } } }, "localname": "CommonStockTradingPricePerShare", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails" ], "xbrltype": "perShareItemType" }, "agen_ComprehensiveIncomeLossAvailableToCommonStockholdersBasic": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Comprehensive income loss available to common stockholders basic.", "label": "Comprehensive Income Loss Available To Common Stockholders Basic", "totalLabel": "Comprehensive loss" } } }, "localname": "ComprehensiveIncomeLossAvailableToCommonStockholdersBasic", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "agen_ContingentConsiderationLiabilityFairValueDisclosure": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueDetails": { "order": 10010.0, "parentTag": "us-gaap_NonfinancialLiabilitiesFairValueDisclosure", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Contingent consideration liability fair value disclosure.", "label": "Contingent Consideration Liability Fair Value Disclosure", "terseLabel": "Contingent purchase price consideration", "verboseLabel": "Contingent purchase price consideration, Fair Value Disclosure" } } }, "localname": "ContingentConsiderationLiabilityFairValueDisclosure", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueDetails" ], "xbrltype": "monetaryItemType" }, "agen_ContingentMilestone1Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contingent milestone 1.", "label": "Contingent Milestone1 [Member]", "terseLabel": "Contingent Milestone 1 [Member]" } } }, "localname": "ContingentMilestone1Member", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_ContingentMilestone2Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contingent milestone 2.", "label": "Contingent Milestone2 [Member]", "terseLabel": "Contingent Milestone 2 [Member]" } } }, "localname": "ContingentMilestone2Member", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_ContingentMilestone3Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contingent milestone 3.", "label": "Contingent Milestone3 [Member]", "terseLabel": "Contingent Milestone 3 [Member]" } } }, "localname": "ContingentMilestone3Member", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_ContingentMilestonesThreeMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contingent milestone 3.", "label": "Contingent Milestones Three [Member]", "terseLabel": "Contingent Milestones Three" } } }, "localname": "ContingentMilestonesThreeMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_ContingentMilestonesTwoMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contingent Milestone 2.", "label": "Contingent Milestones Two [Member]", "terseLabel": "Contingent Milestones Two" } } }, "localname": "ContingentMilestonesTwoMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_ContingentPurchasePriceMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contingent purchase price.", "label": "Contingent Purchase Price [Member]", "terseLabel": "Contingent purchase price [Member]" } } }, "localname": "ContingentPurchasePriceMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueUsingSignificantUnobservableInputsDetails" ], "xbrltype": "domainItemType" }, "agen_ContractWithCustomerLiabilityAdditions": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Contract with customer liability additions.", "label": "Contract With Customer Liability Additions", "terseLabel": "Deferred revenue, Additions" } } }, "localname": "ContractWithCustomerLiabilityAdditions", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersScheduleOfInformationAboutContractAssetsAndContractLiabilitiesFromContractsWithCustomersDetails" ], "xbrltype": "monetaryItemType" }, "agen_ContractWithCustomerNetAssetLiability": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Contract with customer, net asset liability.", "label": "Contract With Customer Net Asset Liability", "terseLabel": "Contract with customer, net asset liability" } } }, "localname": "ContractWithCustomerNetAssetLiability", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_ConvertiblePreferredStockSharesDesignated": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Convertible preferred stock shares designated.", "label": "Convertible Preferred Stock Shares Designated", "terseLabel": "Series A-1 convertible preferred stock, shares designated" } } }, "localname": "ConvertiblePreferredStockSharesDesignated", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "agen_ConvertiblePreferredStockTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Convertible preferred stock.", "label": "Convertible Preferred Stock [Text Block]", "terseLabel": "Series C-1 Convertible Preferred Stock" } } }, "localname": "ConvertiblePreferredStockTextBlock", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1ConvertiblePreferredStock" ], "xbrltype": "textBlockItemType" }, "agen_CumulativePaymentsForClinicalTrials": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Cumulative Payments for Clinical Trials to date", "label": "Cumulative Payments For Clinical Trials", "terseLabel": "Cumulative payments for clinical trials" } } }, "localname": "CumulativePaymentsForClinicalTrials", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_DebenturesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debentures.", "label": "Debentures [Member]", "terseLabel": "Debentures [Member]" } } }, "localname": "DebenturesMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails" ], "xbrltype": "domainItemType" }, "agen_DebtDiscountAmortizationPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt discount amortization period.", "label": "Debt Discount Amortization Period", "terseLabel": "Debt discount amortization period" } } }, "localname": "DebtDiscountAmortizationPeriod", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "durationItemType" }, "agen_DebtInstrumentDebtDefaultProvisionsFaceAmount": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Debt instrument, debt default provisions, face amount.", "label": "Debt Instrument Debt Default Provisions Face Amount", "terseLabel": "Debt instrument, debt default provisions face amount" } } }, "localname": "DebtInstrumentDebtDefaultProvisionsFaceAmount", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_DebtInstrumentRedemptionThresholdTradingPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt instrument redemption threshold trading period.", "label": "Debt Instrument Redemption Threshold Trading Period", "terseLabel": "Debt Instrument, Redemption, Threshold Trading Days" } } }, "localname": "DebtInstrumentRedemptionThresholdTradingPeriod", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails" ], "xbrltype": "durationItemType" }, "agen_DebtInstrumentRepaymentTermMinimumMarketCapitalizationAmountRequiredForEquityConversionAtDebtMaturity": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Minimum Market Capitalization threshold that must be exceeded to exercise right to repay outstanding balance with common stock at maturity.", "label": "Debt Instrument Repayment Term Minimum Market Capitalization Amount Required For Equity Conversion At Debt Maturity", "terseLabel": "Market Capitalization" } } }, "localname": "DebtInstrumentRepaymentTermMinimumMarketCapitalizationAmountRequiredForEquityConversionAtDebtMaturity", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_DeferredCompensationArrangementSharesCredited": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Deferred compensation arrangement, shares credited to directors accounts.", "label": "Deferred Compensation Arrangement Shares Credited", "terseLabel": "Shares credited under Director Deferred Compensation Plan" } } }, "localname": "DeferredCompensationArrangementSharesCredited", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "sharesItemType" }, "agen_DeferredTaxAssetsInterestExpenseCarryforward": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10130.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Deferred tax assets, interest expense carryforward.", "label": "Deferred Tax Assets Interest Expense Carryforward", "terseLabel": "Interest expense carryforward" } } }, "localname": "DeferredTaxAssetsInterestExpenseCarryforward", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "agen_DeferredTaxAssetsLeaseLiabilities": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10150.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Deferred tax assets, lease liabilities.", "label": "Deferred Tax Assets Lease Liabilities", "terseLabel": "Lease Liability" } } }, "localname": "DeferredTaxAssetsLeaseLiabilities", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "agen_DeferredTaxAssetsOperatingLossCarryForwardsFederalAndState": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10080.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Deferred tax assets operating loss carry forwards federal and state.", "label": "Deferred Tax Assets Operating Loss Carry Forwards Federal And State", "terseLabel": "U.S. Federal and State net operating loss carryforwards" } } }, "localname": "DeferredTaxAssetsOperatingLossCarryForwardsFederalAndState", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "agen_DeferredTaxLiabilitiesGoodwillAndIntangibleAssetsIntangibleAssetsForeign": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10030.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Deferred tax liabilities goodwill and intangible assets intangible assets foreign.", "label": "Deferred Tax Liabilities Goodwill And Intangible Assets Intangible Assets Foreign", "negatedLabel": "Foreign intangible assets" } } }, "localname": "DeferredTaxLiabilitiesGoodwillAndIntangibleAssetsIntangibleAssetsForeign", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "agen_DeferredTaxLiabilitiesRightOfUseAsset": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10040.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Deferred tax liabilities right of use asset.", "label": "Deferred Tax Liabilities Right Of Use Asset", "negatedLabel": "Right of use asset" } } }, "localname": "DeferredTaxLiabilitiesRightOfUseAsset", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "agen_DescriptionOfBusinessAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Business Liquidity And Basis Of Presentation [Abstract]", "label": "Description Of Business [Abstract]" } } }, "localname": "DescriptionOfBusinessAbstract", "nsuri": "http://www.agenusbio.com/20211231", "xbrltype": "stringItemType" }, "agen_DevelopmentRegulatoryAndCommercializationMilestonesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Development regulatory and commercialization milestones.", "label": "Development Regulatory And Commercialization Milestones [Member]", "terseLabel": "Development Regulatory And Commercialization Milestones [Member]" } } }, "localname": "DevelopmentRegulatoryAndCommercializationMilestonesMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_DiscoveryPeriodOfAntibodiesDevelopmentAndCommercializationPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Discovery period of antibodies development and commercialization period .", "label": "Discovery Period Of Antibodies Development And Commercialization Period", "terseLabel": "Discovery period of antibodies development and commercialization period" } } }, "localname": "DiscoveryPeriodOfAntibodiesDevelopmentAndCommercializationPeriod", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "durationItemType" }, "agen_DonationOfAssets": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10220.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Donation of assets.", "label": "Donation Of Assets", "terseLabel": "Donation of assets" } } }, "localname": "DonationOfAssets", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "agen_EffectiveAnnualInterestRateOverLifeOfRoyaltyPurchaseAgreement": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Effective annual interest rate over life of royalty purchase agreement.", "label": "Effective Annual Interest Rate Over Life Of Royalty Purchase Agreement", "terseLabel": "Effective annual interest rate" } } }, "localname": "EffectiveAnnualInterestRateOverLifeOfRoyaltyPurchaseAgreement", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_EffectiveIncomeTaxRateReconciliationLoanForgiveness": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails": { "order": 10050.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Effective income tax rate reconciliation, loan forgiveness.", "label": "Effective Income Tax Rate Reconciliation Loan Forgiveness", "terseLabel": "Loan forgiveness" } } }, "localname": "EffectiveIncomeTaxRateReconciliationLoanForgiveness", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "agen_EmployeeBonusMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "2020 employee bonus member.", "label": "Employee Bonus [Member]", "terseLabel": "Employee bonus [Member]" } } }, "localname": "EmployeeBonusMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlowsParenthetical" ], "xbrltype": "domainItemType" }, "agen_EmployeeStockPurchaseThresholdAsPercentageOfCombinedVotingPowerOfCompany": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Employee stock purchase threshold as a percentage of the combined voting power of the Company", "label": "Employee Stock Purchase Threshold As Percentage Of Combined Voting Power Of Company", "terseLabel": "Employee stock purchase threshold as a percentage of the total combined voting power of the Company" } } }, "localname": "EmployeeStockPurchaseThresholdAsPercentageOfCombinedVotingPowerOfCompany", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_EmployeesAndDirectorsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Employees and directors.", "label": "Employees And Directors [Member]", "terseLabel": "Employees and directors [Member]" } } }, "localname": "EmployeesAndDirectorsMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_EstimateOfPaymentsForClinicalTrials": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Estimate of payments for clinical trials.", "label": "Estimate Of Payments For Clinical Trials", "terseLabel": "Estimate of total payments for clinical trials" } } }, "localname": "EstimateOfPaymentsForClinicalTrials", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_ExpectedLeaseIncentivesToBeReceivedDueNextTwelveMonths": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Expected lease incentives to be received due next twelve months.", "label": "Expected Lease Incentives To Be Received Due Next Twelve Months", "terseLabel": "Expected lease incentives to be received, 2022" } } }, "localname": "ExpectedLeaseIncentivesToBeReceivedDueNextTwelveMonths", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_ExpectedLeaseIncentivesToBeReceivedTwoYears": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Expected lease incentives to be received two years.", "label": "Expected Lease Incentives To Be Received Two Years", "terseLabel": "Expected lease incentives to be received, 2022" } } }, "localname": "ExpectedLeaseIncentivesToBeReceivedTwoYears", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_ExpectedSubleaseReceiptsPaymentsToBeReceived": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Expected sublease receipts, payments to be received.", "label": "Expected Sublease Receipts Payments To Be Received", "negatedTotalLabel": "Expected sublease receipts, Total" } } }, "localname": "ExpectedSubleaseReceiptsPaymentsToBeReceived", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "agen_ExpectedSubleaseReceiptsPaymentsToBeReceivedDueNextTwelveMonths": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10070.0, "parentTag": "agen_ExpectedSubleaseReceiptsPaymentsToBeReceived", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Expected sublease receipts, payments to be received, due next twelve months.", "label": "Expected Sublease Receipts Payments To Be Received Due Next Twelve Months", "negatedLabel": "Expected sublease receipts, 2022" } } }, "localname": "ExpectedSubleaseReceiptsPaymentsToBeReceivedDueNextTwelveMonths", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "agen_ExpectedSubleaseReceiptsPaymentsToBeReceivedFiveYears": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10110.0, "parentTag": "agen_ExpectedSubleaseReceiptsPaymentsToBeReceived", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Expected sublease receipts, payments to be received, five years.", "label": "Expected Sublease Receipts Payments To Be Received Five Years", "negatedLabel": "Expected sublease receipts, 2026" } } }, "localname": "ExpectedSubleaseReceiptsPaymentsToBeReceivedFiveYears", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "agen_ExpectedSubleaseReceiptsPaymentsToBeReceivedFourYears": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10100.0, "parentTag": "agen_ExpectedSubleaseReceiptsPaymentsToBeReceived", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Expected sublease receipts, payments to be received, four years.", "label": "Expected Sublease Receipts Payments To Be Received Four Years", "negatedLabel": "Expected sublease receipts, 2025" } } }, "localname": "ExpectedSubleaseReceiptsPaymentsToBeReceivedFourYears", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "agen_ExpectedSubleaseReceiptsPaymentsToBeReceivedThereafter": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10120.0, "parentTag": "agen_ExpectedSubleaseReceiptsPaymentsToBeReceived", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Expected sublease receipts, payments to be received, thereafter.", "label": "Expected Sublease Receipts Payments To Be Received Thereafter", "negatedLabel": "Expected sublease receipts, Thereafter" } } }, "localname": "ExpectedSubleaseReceiptsPaymentsToBeReceivedThereafter", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "agen_ExpectedSubleaseReceiptsPaymentsToBeReceivedThreeYears": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10090.0, "parentTag": "agen_ExpectedSubleaseReceiptsPaymentsToBeReceived", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Expected sublease receipts, payments to be received, three years.", "label": "Expected Sublease Receipts Payments To Be Received Three Years", "negatedLabel": "Expected sublease receipts, 2024" } } }, "localname": "ExpectedSubleaseReceiptsPaymentsToBeReceivedThreeYears", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "agen_ExpectedSubleaseReceiptsPaymentsToBeReceivedTwoYears": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10080.0, "parentTag": "agen_ExpectedSubleaseReceiptsPaymentsToBeReceived", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Expected sublease receipts, payments to be received, two years.", "label": "Expected Sublease Receipts Payments To Be Received Two Years", "negatedLabel": "Expected sublease receipts, 2023" } } }, "localname": "ExpectedSubleaseReceiptsPaymentsToBeReceivedTwoYears", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "agen_ExtendedAdditionalDiscoveryPeriodOfAntibodiesDevelopmentAndCommercializationPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Extended additional discovery period of antibodies development and commercialization period.", "label": "Extended Additional Discovery Period Of Antibodies Development And Commercialization Period", "terseLabel": "Extended discovery period of antibodies development and commercialization period" } } }, "localname": "ExtendedAdditionalDiscoveryPeriodOfAntibodiesDevelopmentAndCommercializationPeriod", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "durationItemType" }, "agen_FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityContingentMilestone": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Fair value measurement with unobservable inputs reconciliation recurring basis liability contingent milestones.", "label": "Fair Value Measurement With Unobservable Inputs Reconciliation Recurring Basis Liability Contingent Milestone", "terseLabel": "Achievement of 4-AB contingent milestones" } } }, "localname": "FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityContingentMilestone", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueUsingSignificantUnobservableInputsDetails" ], "xbrltype": "monetaryItemType" }, "agen_FairValueMeasurementsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Fair value measurements.", "label": "Fair Value Measurements [Abstract]" } } }, "localname": "FairValueMeasurementsAbstract", "nsuri": "http://www.agenusbio.com/20211231", "xbrltype": "stringItemType" }, "agen_FederalAndStateMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Federal and state.", "label": "Federal And State [Member]", "terseLabel": "Federal and State [Member]" } } }, "localname": "FederalAndStateMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_FinanceLeaseCost": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseCostRecordedInCondensedConsolidatedStatementOfOperationsDetails": { "order": 10020.0, "parentTag": "us-gaap_LeaseCost", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Finance lease cost.", "label": "Finance Lease Cost", "terseLabel": "Finance lease cost" } } }, "localname": "FinanceLeaseCost", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseCostRecordedInCondensedConsolidatedStatementOfOperationsDetails" ], "xbrltype": "monetaryItemType" }, "agen_FinanceLeaseExpirationPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Finance lease, expiration period.", "label": "Finance Lease Expiration Period", "terseLabel": "Finance lease, expiration period" } } }, "localname": "FinanceLeaseExpirationPeriod", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails" ], "xbrltype": "gYearItemType" }, "agen_FinanceLeaseNotYetCommencedExpectedCommencementYear": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Finance lease not yet commenced, expected commencement year.", "label": "Finance Lease Not Yet Commenced Expected Commencement Year", "terseLabel": "Finance lease not yet commenced, expected commencement year" } } }, "localname": "FinanceLeaseNotYetCommencedExpectedCommencementYear", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails" ], "xbrltype": "gYearItemType" }, "agen_FinanceLeaseNotYetCommencedFutureLeasePayments": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Finance lease not yet commenced, future lease payments.", "label": "Finance Lease Not Yet Commenced Future Lease Payments", "terseLabel": "Finance lease not yet commenced, future lease payments" } } }, "localname": "FinanceLeaseNotYetCommencedFutureLeasePayments", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_FinanceLeasePayments": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Finance lease payments.", "label": "Finance Lease Payments", "terseLabel": "Cash payments for finance lease liabilities" } } }, "localname": "FinanceLeasePayments", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_GSKAgreementsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "GSK Agreements.", "label": "G S K Agreements [Member]", "terseLabel": "GSK Agreements [Member]" } } }, "localname": "GSKAgreementsMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_GSKSupplyAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "GSK Supply Agreement [Member]", "label": "G S K Supply Agreement [Member]", "terseLabel": "GSK Supply Agreement [Member]" } } }, "localname": "GSKSupplyAgreementMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_GeographicInformationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Geographic information.", "label": "Geographic Information [Abstract]" } } }, "localname": "GeographicInformationAbstract", "nsuri": "http://www.agenusbio.com/20211231", "xbrltype": "stringItemType" }, "agen_GeographicalInformationDisclosureTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Geographical information disclosure.", "label": "Geographical Information Disclosure [Text Block]", "terseLabel": "Geographical Information" } } }, "localname": "GeographicalInformationDisclosureTextBlock", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformation" ], "xbrltype": "textBlockItemType" }, "agen_GileadCollaborationAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Gilead collaboration agreement.", "label": "Gilead Collaboration Agreement [Member]", "terseLabel": "Gilead Collaboration Agreement [Member]" } } }, "localname": "GileadCollaborationAgreementMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_GileadSciencesIncorporationMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Gilead sciences incorporation.", "label": "Gilead Sciences Incorporation [Member]", "terseLabel": "Gilead Sciences, Inc. [Member]" } } }, "localname": "GileadSciencesIncorporationMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails1" ], "xbrltype": "domainItemType" }, "agen_HCRMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "HCR.", "label": "H C R [Member]", "terseLabel": "HCR [Member]" } } }, "localname": "HCRMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_IncomeTaxReconciliationForeignIncomeInclusion": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails": { "order": 10040.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Income tax reconciliation, foreign income inclusion.", "label": "Income Tax Reconciliation Foreign Income Inclusion", "terseLabel": "Foreign income inclusion" } } }, "localname": "IncomeTaxReconciliationForeignIncomeInclusion", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "agen_IncomeTaxReconciliationIncomeTaxExpenseBenefitChangeInFairValueOfContingentConsideration": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails": { "order": 10090.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of income tax expense or benefit for the period computed by change in fair value of contingent consideration.", "label": "Income Tax Reconciliation Income Tax Expense Benefit Change In Fair Value Of Contingent Consideration", "terseLabel": "Change in fair value contingent consideration" } } }, "localname": "IncomeTaxReconciliationIncomeTaxExpenseBenefitChangeInFairValueOfContingentConsideration", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "agen_IncreaseDecreaseInLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestones": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Increase (Decrease) in liability related to sale of future royalties and milestones.", "label": "Increase Decrease In Liability Related To Sale Of Future Royalties And Milestones", "terseLabel": "Increase (decrease) in liability related to sale of future royalties and milestones" } } }, "localname": "IncreaseDecreaseInLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestones", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_IncyteCorporationAndMerckSharpeAndDohmeMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Incyte Corporation and Merck Sharpe & Dohme.", "label": "Incyte Corporation And Merck Sharpe And Dohme [Member]", "terseLabel": "Incyte Corporation and Merck Sharpe & Dohme [Member]" } } }, "localname": "IncyteCorporationAndMerckSharpeAndDohmeMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_IncyteCorporationMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Incyte corporation.", "label": "Incyte Corporation [Member]", "terseLabel": "Incyte Corporation [Member]" } } }, "localname": "IncyteCorporationMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_InsuranceFinancingAgreement": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Insurance financing agreement.", "label": "Insurance Financing Agreement", "terseLabel": "Insurance financing agreements" } } }, "localname": "InsuranceFinancingAgreement", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "agen_InvestmentTaxCreditCarryforwardExpirationYear": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Investment tax credit carryforward expiration year.", "label": "Investment Tax Credit Carryforward Expiration Year", "terseLabel": "Investment tax credit expiration year" } } }, "localname": "InvestmentTaxCreditCarryforwardExpirationYear", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "gYearItemType" }, "agen_IssuanceOfSharesValueForBusinessAcquisition": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Issuance of shares value for business acquisition.", "label": "Issuance Of Shares Value For Business Acquisition", "terseLabel": "Issuance of shares for business acquisition" } } }, "localname": "IssuanceOfSharesValueForBusinessAcquisition", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "agen_LICRMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "LICR [Member]", "label": "L I C R [Member]", "terseLabel": "LICR [Member]" } } }, "localname": "LICRMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_LesseeLeaseScheduleOfSupplementalBalanceSheetInformationTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Lessee, lease, schedule of supplemental balance sheet information.", "label": "Lessee Lease Schedule Of Supplemental Balance Sheet Information Table [Text Block]", "terseLabel": "Schedule of Supplemental Balance Sheet Information Related to Lease" } } }, "localname": "LesseeLeaseScheduleOfSupplementalBalanceSheetInformationTableTextBlock", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesTables" ], "xbrltype": "textBlockItemType" }, "agen_LesseeOperatingLeaseScheduleOfWeightedAverageRemainingLeaseTermAndDiscountRatesTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Lessee, operating lease, schedule of weighted-average remaining lease term and discount rates.", "label": "Lessee Operating Lease Schedule Of Weighted Average Remaining Lease Term And Discount Rates Table [Text Block]", "terseLabel": "Schedule of Weighted-Average Remaining Lease Terms and Discount Rates Related to Leases" } } }, "localname": "LesseeOperatingLeaseScheduleOfWeightedAverageRemainingLeaseTermAndDiscountRatesTableTextBlock", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesTables" ], "xbrltype": "textBlockItemType" }, "agen_LesseeOperatingLeasesAndFinanceLeasesTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Lessee, operating leases and finance leases.", "label": "Lessee Operating Leases And Finance Leases [Text Block]", "terseLabel": "Leases" } } }, "localname": "LesseeOperatingLeasesAndFinanceLeasesTextBlock", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeases" ], "xbrltype": "textBlockItemType" }, "agen_LesseeOperatingLeasesFinanceLeasesExpectedSubleaseReceiptsAndNetFutureLeaseCommitmentsLiabilitiesMaturityTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Lessee operating leases, finance leases, expected sublease receipts and net future lease commitments liabilities maturity.", "label": "Lessee Operating Leases Finance Leases Expected Sublease Receipts And Net Future Lease Commitments Liabilities Maturity Table [Text Block]", "terseLabel": "Schedule of Maturities of Operating Lease Liabilities in Accordance With ASC 842" } } }, "localname": "LesseeOperatingLeasesFinanceLeasesExpectedSubleaseReceiptsAndNetFutureLeaseCommitmentsLiabilitiesMaturityTableTextBlock", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesTables" ], "xbrltype": "textBlockItemType" }, "agen_LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestones": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Liability related to sale of future royalties and milestones.", "label": "Liability Related To Sale Of Future Royalties And Milestones", "terseLabel": "Liability related to sale of future royalties and milestones" } } }, "localname": "LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestones", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Liability related to sale of future royalties and milestones.", "label": "Liability Related To Sale Of Future Royalties And Milestones [Abstract]" } } }, "localname": "LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesAbstract", "nsuri": "http://www.agenusbio.com/20211231", "xbrltype": "stringItemType" }, "agen_LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesDisclosureTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Liability related to sale of future royalties and milestones.", "label": "Liability Related To Sale Of Future Royalties And Milestones Disclosure [Text Block]", "terseLabel": "Liability Related to the Sale of Future Royalties and Milestones" } } }, "localname": "LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesDisclosureTextBlock", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestones" ], "xbrltype": "textBlockItemType" }, "agen_LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesIncludingUnamortizedTransactionCosts": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails": { "order": 10010.0, "parentTag": "agen_LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNet", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Liability related to sale of future royalties and milestones including unamortized transaction costs.", "label": "Liability Related To Sale Of Future Royalties And Milestones Including Unamortized Transaction Costs", "periodEndLabel": "Liability related to sale of future royalties and milestones - ending balance", "periodStartLabel": "Liability related to sale of future royalties and milestones - beginning balance" } } }, "localname": "LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesIncludingUnamortizedTransactionCosts", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails" ], "xbrltype": "monetaryItemType" }, "agen_LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Liability related to sale of future royalties and milestones.", "label": "Liability Related To Sale Of Future Royalties And Milestones [Line Items]", "terseLabel": "Liability Related To Sale Of Future Royalties And Milestones [Line Items]" } } }, "localname": "LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesLineItems", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "stringItemType" }, "agen_LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNet": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Liability related to sale of future royalties and milestones net.", "label": "Liability Related To Sale Of Future Royalties And Milestones Net", "totalLabel": "Liability related to sale of future royalties and milestones, net" } } }, "localname": "LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNet", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails" ], "xbrltype": "monetaryItemType" }, "agen_LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesPaymentCurrent": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10190.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Liability related to sale of future royalties and milestones payment current.", "label": "Liability Related To Sale Of Future Royalties And Milestones Payment Current", "terseLabel": "Current portion, liability related to sale of future royalties and milestones" } } }, "localname": "LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesPaymentCurrent", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "agen_LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesPaymentNonCurrent": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10030.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Liability related to sale of future royalties and milestones payment noncurrent.", "label": "Liability Related To Sale Of Future Royalties And Milestones Payment Non Current", "terseLabel": "Liability related to sale of future royalties and milestones, net of current portion" } } }, "localname": "LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesPaymentNonCurrent", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "agen_LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Liability related to sale of future royalties and milestones.", "label": "Liability Related To Sale Of Future Royalties And Milestones [Table]", "terseLabel": "Liability Related To Sale Of Future Royalties And Milestones [Table]" } } }, "localname": "LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesTable", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "stringItemType" }, "agen_LiabilityRelatedToSaleOfFutureRoyaltiesUnamortizedTransactionCosts": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails": { "order": 10020.0, "parentTag": "agen_LiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNet", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Liability related to sale of future royalties, unamortized transaction costs.", "label": "Liability Related To Sale Of Future Royalties Unamortized Transaction Costs", "negatedLabel": "Less: unamortized transaction costs" } } }, "localname": "LiabilityRelatedToSaleOfFutureRoyaltiesUnamortizedTransactionCosts", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails" ], "xbrltype": "monetaryItemType" }, "agen_LicenseAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "License agreement.", "label": "License Agreement [Member]", "terseLabel": "License Agreement [Member]" } } }, "localname": "LicenseAgreementMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_LicenseAndCollaborationMilestonesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "License and collaboration milestones.", "label": "License And Collaboration Milestones [Member]", "terseLabel": "License fees and milestones [Member]" } } }, "localname": "LicenseAndCollaborationMilestonesMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "agen_LicenseFeeRevenueMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "License fee revenue.", "label": "License Fee Revenue [Member]", "terseLabel": "License Fee Revenue" } } }, "localname": "LicenseFeeRevenueMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "agen_LossOnModificationOfDebt": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10250.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 }, "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10090.0, "parentTag": "us-gaap_ProfitLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Loss on modification of debt", "label": "Loss On Modification Of Debt", "negatedLabel": "Loss on modification of debt", "terseLabel": "Loss on modification of debt" } } }, "localname": "LossOnModificationOfDebt", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "agen_MerckCollaborationAndLicenseAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Merck collaboration and license agreement.", "label": "Merck Collaboration And License Agreement [Member]", "terseLabel": "Merck Collaboration and License Agreement [Member]" } } }, "localname": "MerckCollaborationAndLicenseAgreementMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_MiNKTherapeuticsIncMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "MiNK Therapeutics, Inc.", "label": "Mi N K Therapeutics Inc [Member]", "terseLabel": "MiNK Therapeutics, Inc." } } }, "localname": "MiNKTherapeuticsIncMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestAdditionalInformationDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesDetails" ], "xbrltype": "domainItemType" }, "agen_MilestonePaymentsForLicenseCosts": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Milestone payments for license costs.", "label": "Milestone Payments For License Costs", "terseLabel": "Milestone payments for license costs" } } }, "localname": "MilestonePaymentsForLicenseCosts", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_MilestonePaymentsForLicenseCostsPostRegulatoryApproval": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Milestone payments for license costs post-regulatory approval.", "label": "Milestone Payments For License Costs Post Regulatory Approval", "terseLabel": "Milestone payments for license costs post-regulatory approval" } } }, "localname": "MilestonePaymentsForLicenseCostsPostRegulatoryApproval", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_MilestonePaymentsForLicenseCostsPreRegulatoryApproval": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Milestone payments for license costs pre-regulatory approval.", "label": "Milestone Payments For License Costs Pre Regulatory Approval", "terseLabel": "Milestone payments for license costs pre-regulatory approval" } } }, "localname": "MilestonePaymentsForLicenseCostsPreRegulatoryApproval", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_MilestonePaymentsReceivable": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Milestone payments receivable.", "label": "Milestone Payments Receivable", "terseLabel": "Milestone payments receivable" } } }, "localname": "MilestonePaymentsReceivable", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_NegotiationRightExpiryDate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Negotiation right expiry date.", "label": "Negotiation Right Expiry Date", "terseLabel": "Negotiation right expiry date" } } }, "localname": "NegotiationRightExpiryDate", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "gYearMonthItemType" }, "agen_NetFutureLeaseCommitmentsPaymentsDue": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Net future lease commitments, payments, due.", "label": "Net Future Lease Commitments Payments Due", "totalLabel": "Net future lease commitments, Total" } } }, "localname": "NetFutureLeaseCommitmentsPaymentsDue", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "agen_NetFutureLeaseCommitmentsPaymentsDueAfterYearFive": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10060.0, "parentTag": "agen_NetFutureLeaseCommitmentsPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Net future lease commitments, payments, due after year five.", "label": "Net Future Lease Commitments Payments Due After Year Five", "terseLabel": "Net future lease commitments, Thereafter" } } }, "localname": "NetFutureLeaseCommitmentsPaymentsDueAfterYearFive", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "agen_NetFutureLeaseCommitmentsPaymentsDueNextTwelveMonths": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10010.0, "parentTag": "agen_NetFutureLeaseCommitmentsPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Net future lease commitments, payments, due next twelve months.", "label": "Net Future Lease Commitments Payments Due Next Twelve Months", "negatedLabel": "Net future lease commitments, 2022" } } }, "localname": "NetFutureLeaseCommitmentsPaymentsDueNextTwelveMonths", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "agen_NetFutureLeaseCommitmentsPaymentsDueYearFive": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10050.0, "parentTag": "agen_NetFutureLeaseCommitmentsPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Net future lease commitments, payments, due year five.", "label": "Net Future Lease Commitments Payments Due Year Five", "terseLabel": "Net future lease commitments, 2026" } } }, "localname": "NetFutureLeaseCommitmentsPaymentsDueYearFive", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "agen_NetFutureLeaseCommitmentsPaymentsDueYearFour": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10040.0, "parentTag": "agen_NetFutureLeaseCommitmentsPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Net future lease commitments, payments, due year four.", "label": "Net Future Lease Commitments Payments Due Year Four", "terseLabel": "Net future lease commitments, 2025" } } }, "localname": "NetFutureLeaseCommitmentsPaymentsDueYearFour", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "agen_NetFutureLeaseCommitmentsPaymentsDueYearThree": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10030.0, "parentTag": "agen_NetFutureLeaseCommitmentsPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Net future lease commitments, payments, due year three.", "label": "Net Future Lease Commitments Payments Due Year Three", "terseLabel": "Net future lease commitments, 2024" } } }, "localname": "NetFutureLeaseCommitmentsPaymentsDueYearThree", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "agen_NetFutureLeaseCommitmentsPaymentsDueYearTwo": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10020.0, "parentTag": "agen_NetFutureLeaseCommitmentsPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Net future lease commitments, payments, due year two.", "label": "Net Future Lease Commitments Payments Due Year Two", "terseLabel": "Net future lease commitments, 2023" } } }, "localname": "NetFutureLeaseCommitmentsPaymentsDueYearTwo", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "agen_NewSalesAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "New Sales Agreement.", "label": "New Sales Agreement [Member]", "terseLabel": "New Sales Agreement [Member]" } } }, "localname": "NewSalesAgreementMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_NonCashInterestExpense": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10210.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Non-cash interest expense.", "label": "Non Cash Interest Expense", "terseLabel": "Non-cash interest expense" } } }, "localname": "NonCashInterestExpense", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "agen_NonCashInterestExpenseRelatedToSaleOfFutureRoyalties": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Non-cash interest expense related to sale of future royalties.", "label": "Non Cash Interest Expense Related To Sale Of Future Royalties", "terseLabel": "Non-cash interest expense recognized", "verboseLabel": "Non-cash interest expense" } } }, "localname": "NonCashInterestExpenseRelatedToSaleOfFutureRoyalties", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails" ], "xbrltype": "monetaryItemType" }, "agen_NonCashMilestoneRevenueRecognized": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Non-cash milestone revenue recognized.", "label": "Non Cash Milestone Revenue Recognized", "terseLabel": "Non-cash milestone revenue recognized" } } }, "localname": "NonCashMilestoneRevenueRecognized", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_NonCashRoyaltyAndMilestoneRevenue": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10200.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Non cash royalty and milestone revenue.", "label": "Non Cash Royalty And Milestone Revenue", "negatedLabel": "Non-cash royalty and milestone revenue" } } }, "localname": "NonCashRoyaltyAndMilestoneRevenue", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "agen_NonCashRoyaltyAndMilestoneRevenueRecognized": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Non-cash royalty and milestone revenue recognized.", "label": "Non Cash Royalty And Milestone Revenue Recognized", "negatedLabel": "Non-cash royalty and milestone revenue" } } }, "localname": "NonCashRoyaltyAndMilestoneRevenueRecognized", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails" ], "xbrltype": "monetaryItemType" }, "agen_NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesAndMilestoneMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Non cash royalty revenue related to the sale of future royalties and milestone.", "label": "Non Cash Royalty Revenue Related To The Sale Of Future Royalties And Milestone [Member]", "terseLabel": "Non Cash Royalty Revenue Related To The Sale Of Future Royalties And Milestone [Member]", "verboseLabel": "Non-cash royalties [Member]" } } }, "localname": "NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesAndMilestoneMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "domainItemType" }, "agen_NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Non cash royalty revenue related to the sale of future royalties.", "label": "Non Cash Royalty Revenue Related To The Sale Of Future Royalties [Member]", "terseLabel": "Non-cash royalties and milestones [Member]" } } }, "localname": "NonCashRoyaltyRevenueRelatedToTheSaleOfFutureRoyaltiesMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "agen_NoncashRoyaltyRevenueRecognized": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Noncash royalty revenue recognized.", "label": "Noncash Royalty Revenue Recognized", "terseLabel": "Non-cash royalty revenue recognized" } } }, "localname": "NoncashRoyaltyRevenueRecognized", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_Notes2015Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Notes 2015.", "label": "Notes2015 [Member]", "terseLabel": "Notes 2015 [Member]" } } }, "localname": "Notes2015Member", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_NotesTwoThousandThirteenExchangeToNotesTwoThousandFifteenMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Notes two thousand thirteen exchange to notes two thousand fifteen.", "label": "Notes Two Thousand Thirteen Exchange To Notes Two Thousand Fifteen [Member]", "terseLabel": "Notes 2013 Exchanged To Notes 2015 [Member]" } } }, "localname": "NotesTwoThousandThirteenExchangeToNotesTwoThousandFifteenMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_NumberOfCollaborationAgreementPrograms": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of collaboration agreement programs.", "label": "Number Of Collaboration Agreement Programs", "terseLabel": "Number of collaboration agreement programs" } } }, "localname": "NumberOfCollaborationAgreementPrograms", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "integerItemType" }, "agen_NumberOfLicenseAgreement": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of license agreement.", "label": "Number Of License Agreement", "terseLabel": "Number of license agreement" } } }, "localname": "NumberOfLicenseAgreement", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "integerItemType" }, "agen_NumberOfRemainingMilestonesAchieved": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of remaining milestones achieved.", "label": "Number Of Remaining Milestones Achieved", "terseLabel": "Number of remaining milestones achieved" } } }, "localname": "NumberOfRemainingMilestonesAchieved", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails" ], "xbrltype": "integerItemType" }, "agen_NumberOfSeparateOptionAndLicenseAgreement": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of separate option and license agreement.", "label": "Number Of Separate Option And License Agreement", "terseLabel": "Number of separate option and license agreements" } } }, "localname": "NumberOfSeparateOptionAndLicenseAgreement", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "integerItemType" }, "agen_NumberOfSubsidiariesNotOwned": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of subsidiaries not owned.", "label": "Number Of Subsidiaries Not Owned", "terseLabel": "Number of subsidiaries not 100% owned" } } }, "localname": "NumberOfSubsidiariesNotOwned", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesBasisOfPresentationAndPrinciplesOfConsolidationNarrativeDetails" ], "xbrltype": "integerItemType" }, "agen_OneCollaborationPartnerMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "One collaboration partner.", "label": "One Collaboration Partner [Member]", "terseLabel": "One collaboration partner [Member]" } } }, "localname": "OneCollaborationPartnerMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRevenueRecognitionNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_OperatingLeaseExpirationPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Operating lease, expiration period.", "label": "Operating Lease Expiration Period", "terseLabel": "Operating lease, expiration period" } } }, "localname": "OperatingLeaseExpirationPeriod", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails" ], "xbrltype": "gYearItemType" }, "agen_OperatingLossCarryforwardsExpirationYear": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Operating loss carryforwards expiration year.", "label": "Operating Loss Carryforwards Expiration Year", "terseLabel": "Operating loss carryforwards expiration year" } } }, "localname": "OperatingLossCarryforwardsExpirationYear", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "gYearItemType" }, "agen_OptionAndLicenseAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Option and license agreement.", "label": "Option And License Agreement [Member]", "terseLabel": "Option And License Agreements [Member]" } } }, "localname": "OptionAndLicenseAgreementMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_OtherContingentMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Other Contingent Member.", "label": "Other Contingent [Member]", "terseLabel": "Other Contingent" } } }, "localname": "OtherContingentMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_OtherMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Other.", "label": "Other [Member]", "terseLabel": "Other services [Member]" } } }, "localname": "OtherMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "agen_PayablesUponSalesMilestonesAchievement": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Payables upon sales milestones achievement.", "label": "Payables Upon Sales Milestones Achievement", "terseLabel": "Payables upon not achieving sales milestones" } } }, "localname": "PayablesUponSalesMilestonesAchievement", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_PaycheckProtectionProgramMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Paycheck protection program.", "label": "Paycheck Protection Program [Member]", "terseLabel": "Paycheck Protection Program [Member]" } } }, "localname": "PaycheckProtectionProgramMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_PaymentForServicesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Payment for services [Member]", "label": "Payment For Services [Member]", "terseLabel": "Payment for services [Member]" } } }, "localname": "PaymentForServicesMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlowsParenthetical" ], "xbrltype": "domainItemType" }, "agen_PaymentOfCEOPayrollInShares": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Payment of CEO payroll in shares.", "label": "Payment Of C E O Payroll In Shares", "terseLabel": "Payment of CEO payroll In shares, shares" } } }, "localname": "PaymentOfCEOPayrollInShares", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "sharesItemType" }, "agen_PaymentOfCEOPayrollInSharesValue": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Payment of CEO payroll in shares value.", "label": "Payment Of C E O Payroll In Shares Value", "terseLabel": "Payment of CEO payroll in shares" } } }, "localname": "PaymentOfCEOPayrollInSharesValue", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "agen_PercentageOfCollaborationAgreementProfitAndCostSharingRatioOnAntibodyPrograms": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of collaboration agreement profit and cost sharing ratio on antibody programs.", "label": "Percentage Of Collaboration Agreement Profit And Cost Sharing Ratio On Antibody Programs", "terseLabel": "Percentage of profit and costs sharing ratio" } } }, "localname": "PercentageOfCollaborationAgreementProfitAndCostSharingRatioOnAntibodyPrograms", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_PercentageOfCommonStockOutstandingShares": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of common stock outstanding shares.", "label": "Percentage Of Common Stock Outstanding Shares", "terseLabel": "Percentage of common stock outstanding shares" } } }, "localname": "PercentageOfCommonStockOutstandingShares", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_PercentageOfFutureMilestonesRetainedOnNetSalesOfProducts": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of future milestones retained on net sales of products.", "label": "Percentage Of Future Milestones Retained On Net Sales Of Products", "terseLabel": "Percentage of future milestones retained" } } }, "localname": "PercentageOfFutureMilestonesRetainedOnNetSalesOfProducts", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_PercentageOfFutureRoyaltiesOnWorldwideProductSales": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of future royalties on worldwide product sales.", "label": "Percentage Of Future Royalties On Worldwide Product Sales", "terseLabel": "Percentage of future royalties on worldwide product sales" } } }, "localname": "PercentageOfFutureRoyaltiesOnWorldwideProductSales", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_PercentageOfFutureRoyaltiesRetainedOnNetSalesOfProducts": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of future royalties retained on net sales of products.", "label": "Percentage Of Future Royalties Retained On Net Sales Of Products", "terseLabel": "Percentage of future royalties retained" } } }, "localname": "PercentageOfFutureRoyaltiesRetainedOnNetSalesOfProducts", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_PercentageOfPurchaseOfWorldwideRightsToReceiveRoyalties": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of purchase of worldwide rights to receive royalties.", "label": "Percentage Of Purchase Of Worldwide Rights To Receive Royalties", "terseLabel": "Percentage of purchase of worldwide rights to receive royalties" } } }, "localname": "PercentageOfPurchaseOfWorldwideRightsToReceiveRoyalties", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_PercentageOfRoyaltyRatePayments": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of royalty rate payments.", "label": "Percentage Of Royalty Rate Payments", "terseLabel": "Royalty payments on net sales (as a percent)" } } }, "localname": "PercentageOfRoyaltyRatePayments", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_PercentageOfSoldFutureMilestonesRightToReceiveOnNetSalesOfProducts": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of sold future milestones right to receive on net sales of products.", "label": "Percentage Of Sold Future Milestones Right To Receive On Net Sales Of Products", "terseLabel": "Percentage of sold future milestones right to receive" } } }, "localname": "PercentageOfSoldFutureMilestonesRightToReceiveOnNetSalesOfProducts", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_PercentageOfSoldFutureRoyaltiesRightToReceiveOnNetSalesOfProducts": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of sold future royalties right to receive on net sales of products.", "label": "Percentage Of Sold Future Royalties Right To Receive On Net Sales Of Products", "terseLabel": "Percentage of sold future royalties right to receive" } } }, "localname": "PercentageOfSoldFutureRoyaltiesRightToReceiveOnNetSalesOfProducts", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_PercentageOfSubsidiariesNotOwned": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage of subsidiaries not owned.", "label": "Percentage Of Subsidiaries Not Owned", "terseLabel": "Percentage of subsidiaries not owned" } } }, "localname": "PercentageOfSubsidiariesNotOwned", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesBasisOfPresentationAndPrinciplesOfConsolidationNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_PeriodFromInceptionMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Period from inception.", "label": "Period From Inception [Member]", "terseLabel": "Period from Inception [Member]" } } }, "localname": "PeriodFromInceptionMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails" ], "xbrltype": "domainItemType" }, "agen_PeriodToReceiveLicenseFees": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Period to Receive License Fees", "label": "Period To Receive License Fees", "terseLabel": "Period to receive license fees" } } }, "localname": "PeriodToReceiveLicenseFees", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "durationItemType" }, "agen_PhosImmuneIncMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "PhosImmune Inc.", "label": "Phos Immune Inc [Member]", "terseLabel": "PhosImmune Inc. [Member]" } } }, "localname": "PhosImmuneIncMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_PotentialMilestonePayments": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Potential milestone payments.", "label": "Potential Milestone Payments", "terseLabel": "Potential milestone payments" } } }, "localname": "PotentialMilestonePayments", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_PotentialMilestonePaymentsReceivable": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Potential milestone payments receivable.", "label": "Potential Milestone Payments Receivable", "terseLabel": "Potential milestone payments receivable", "verboseLabel": "Potential milestone payments receivable" } } }, "localname": "PotentialMilestonePaymentsReceivable", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_PotentialPayments": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Potential payments.", "label": "Potential Payments", "terseLabel": "Potential Payments" } } }, "localname": "PotentialPayments", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_PotentialProceedsFromLicenseFeesReceived": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Potential proceeds from license fees received.", "label": "Potential Proceeds From License Fees Received", "terseLabel": "Total potential proceeds from license" } } }, "localname": "PotentialProceedsFromLicenseFeesReceived", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_PreferredStockConversionPricePerShare": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Preferred stock, conversion price per share.", "label": "Preferred Stock Conversion Price Per Share", "terseLabel": "Preferred Stock, Redemption Price Per Share" } } }, "localname": "PreferredStockConversionPricePerShare", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails" ], "xbrltype": "perShareItemType" }, "agen_PricePerSharePremiumToAverageClosingPricePercentage": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Price per share premium to average closing price percentage.", "label": "Price Per Share Premium To Average Closing Price Percentage", "terseLabel": "Premium over warrants exercise price" } } }, "localname": "PricePerSharePremiumToAverageClosingPricePercentage", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_PricePerSharePremiumToClosingPricePercentage": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Price per share premium to closing price percentage.", "label": "Price Per Share Premium To Closing Price Percentage", "terseLabel": "Price per share premium to closing price percentage" } } }, "localname": "PricePerSharePremiumToClosingPricePercentage", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_PriorToTwoThousandTwentyFourMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Prior to two thousand twenty four.", "label": "Prior To Two Thousand Twenty Four [Member]", "terseLabel": "Prior to 2024 [Member]" } } }, "localname": "PriorToTwoThousandTwentyFourMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_PriorToTwoThousandTwentySixMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Prior to two thousand twenty six.", "label": "Prior To Two Thousand Twenty Six [Member]", "terseLabel": "Prior to 2026 [Member]" } } }, "localname": "PriorToTwoThousandTwentySixMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_ProceedsFromEmployeeStockPurchasesAndOptionExercises": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10070.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Proceeds from employee stock purchases and option exercises.", "label": "Proceeds From Employee Stock Purchases And Option Exercises", "terseLabel": "Proceeds from employee stock purchases and option exercises" } } }, "localname": "ProceedsFromEmployeeStockPurchasesAndOptionExercises", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "agen_ProceedsFromIssuanceOfConvertiblePreferredStockNetOfOfferingExpenses": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Proceeds from issuance of convertible preferred stock net of offering expenses.", "label": "Proceeds From Issuance Of Convertible Preferred Stock Net Of Offering Expenses", "terseLabel": "Net proceeds from issuance of convertible preferred stock" } } }, "localname": "ProceedsFromIssuanceOfConvertiblePreferredStockNetOfOfferingExpenses", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_ProceedsFromMilestonesRecognized": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Proceeds from milestones recognized.", "label": "Proceeds From Milestones Recognized", "terseLabel": "Proceeds from milestones recognized" } } }, "localname": "ProceedsFromMilestonesRecognized", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_ProceedsFromNegotiationRight": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Proceeds From Negotiation Right", "label": "Proceeds From Negotiation Right", "terseLabel": "Proceeds from negotiation right" } } }, "localname": "ProceedsFromNegotiationRight", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_ProceedsFromNegotiationRightCreditableAgainstFutureRoyaltyPayments": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Proceeds From Negotiation Right Creditable Against Future Royalty Payments", "label": "Proceeds From Negotiation Right Creditable Against Future Royalty Payments", "terseLabel": "Proceeds from negotiation right creditable against future royalty payments" } } }, "localname": "ProceedsFromNegotiationRightCreditableAgainstFutureRoyaltyPayments", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_ProceedsFromRoyaltiesAndMilestonesSold": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Proceeds from royalties and milestones sold.", "label": "Proceeds From Royalties And Milestones Sold", "terseLabel": "Proceeds from sale of future royalties and milestones" } } }, "localname": "ProceedsFromRoyaltiesAndMilestonesSold", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails" ], "xbrltype": "monetaryItemType" }, "agen_ProceedsFromRoyaltiesSold": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Proceeds from royalties sold.", "label": "Proceeds From Royalties Sold", "positiveLabel": "Gross proceeds received for royalty rights" } } }, "localname": "ProceedsFromRoyaltiesSold", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_ProceedsFromSaleOfRoyaltyAndMilestoneRights": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Proceeds from sale of royalty and milestone rights.", "label": "Proceeds From Sale Of Royalty And Milestone Rights", "terseLabel": "Proceeds from royalties and milestones payment" } } }, "localname": "ProceedsFromSaleOfRoyaltyAndMilestoneRights", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_ProceedsFromSaleOfSubsidiarySharesInInitialPublicOffering": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10060.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Proceeds from sale of subsidiary shares in initial public offering.", "label": "Proceeds From Sale Of Subsidiary Shares In Initial Public Offering", "terseLabel": "Net proceeds from sale of subsidiary shares in an initial public offering" } } }, "localname": "ProceedsFromSaleOfSubsidiarySharesInInitialPublicOffering", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "agen_ProfitShareProductsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Profit share products.", "label": "Profit Share Products [Member]", "terseLabel": "Profit-share Products [Member]" } } }, "localname": "ProfitShareProductsMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_ProspectiveEffectiveAnnualInterestRateOverLifeOfRoyaltyPurchaseAgreement": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Prospective effective annual interest rate over life of royalty purchase agreement.", "label": "Prospective Effective Annual Interest Rate Over Life Of Royalty Purchase Agreement", "terseLabel": "Prospective effective annual interest rate" } } }, "localname": "ProspectiveEffectiveAnnualInterestRateOverLifeOfRoyaltyPurchaseAgreement", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_ProtagenicTherapeuticsIncMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Protagenic Therapeutics inc.", "label": "Protagenic Therapeutics Inc [Member]", "terseLabel": "Protagenic Therapeutics, Inc [Member]" } } }, "localname": "ProtagenicTherapeuticsIncMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_PurchaseOfTreasurySharesToSatisfyTaxWithholdings": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10080.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Purchase of treasury shares to satisfy tax withholdings.", "label": "Purchase Of Treasury Shares To Satisfy Tax Withholdings", "negatedLabel": "Purchase of treasury shares to satisfy tax withholdings" } } }, "localname": "PurchaseOfTreasurySharesToSatisfyTaxWithholdings", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "agen_RecognitionOfDeferredResearchAndDevelopmentRevenueMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Recognition of deferred research and development revenue.", "label": "Recognition Of Deferred Research And Development Revenue [Member]", "terseLabel": "Recognition of Deferred Research and Development Revenue [Member]" } } }, "localname": "RecognitionOfDeferredResearchAndDevelopmentRevenueMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "agen_ReimbursedForTransactionCostsOfRoyaltyAgreements": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Reimbursed for transaction costs of royalty agreements.", "label": "Reimbursed For Transaction Costs Of Royalty Agreements", "terseLabel": "Reimbursed HCR for transaction costs" } } }, "localname": "ReimbursedForTransactionCostsOfRoyaltyAgreements", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_RelatedPartyTransactionCashOfInstallmentsPayment": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Related party transaction cash of installments payment.", "label": "Related Party Transaction Cash Of Installments Payment", "terseLabel": "Cash installments payment" } } }, "localname": "RelatedPartyTransactionCashOfInstallmentsPayment", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "stringItemType" }, "agen_ReportingPeriodAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Reporting period axis.", "label": "Reporting Period [Axis]", "terseLabel": "Reporting Period" } } }, "localname": "ReportingPeriodAxis", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails" ], "xbrltype": "stringItemType" }, "agen_ResearchAndDevelopmentManufacturingServicesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Research and development manufacturing services.", "label": "Research And Development Manufacturing Services [Member]", "terseLabel": "Research and Development Manufacturing Services [Member]" } } }, "localname": "ResearchAndDevelopmentManufacturingServicesMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_ResearchAndDevelopmentRevenueMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Research and development revenue.", "label": "Research And Development Revenue [Member]", "terseLabel": "Research and Development [Member]", "verboseLabel": "Research and Development Revenue [Member]" } } }, "localname": "ResearchAndDevelopmentRevenueMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "domainItemType" }, "agen_ResearchAndDevelopmentServicesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Research and development services.", "label": "Research And Development Services [Member]", "terseLabel": "Research and development services [Member]" } } }, "localname": "ResearchAndDevelopmentServicesMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "agen_ReservedRightToElectToFundOfDevelopmentCostsInPercentage": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Reserved right to elect to fund of development costs in percentage.", "label": "Reserved Right To Elect To Fund Of Development Costs In Percentage", "terseLabel": "Reserved right to elect to co-fund of development costs (as a percent)" } } }, "localname": "ReservedRightToElectToFundOfDevelopmentCostsInPercentage", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_RestOfWorldMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Rest of world member.", "label": "Rest Of World [Member]", "terseLabel": "Rest Of World [Member]" } } }, "localname": "RestOfWorldMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationDetails" ], "xbrltype": "domainItemType" }, "agen_RevenueAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Revenue [Abstract]", "label": "Revenue [Abstract]" } } }, "localname": "RevenueAbstract", "nsuri": "http://www.agenusbio.com/20211231", "xbrltype": "stringItemType" }, "agen_RevenueFromContractWithCustomerLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Revenue from contract with customer.", "label": "Revenue From Contract With Customer [Line Items]", "terseLabel": "Revenue From Contract With Customer [Line Items]" } } }, "localname": "RevenueFromContractWithCustomerLineItems", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "stringItemType" }, "agen_RevenueFromContractWithCustomerTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Revenue from contract with customer.", "label": "Revenue From Contract With Customer [Table]", "terseLabel": "Revenue From Contract With Customer [Table]" } } }, "localname": "RevenueFromContractWithCustomerTable", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "stringItemType" }, "agen_RevenueMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Revenue member.", "label": "Revenue [Member]", "terseLabel": "Service revenue [Member]" } } }, "localname": "RevenueMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "domainItemType" }, "agen_RevenueRecognitionMilestoneMethodRecognizedRevenue": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The amount of consideration recognized during the period for the milestones.", "label": "Revenue Recognition Milestone Method Recognized Revenue", "terseLabel": "Milestone method revenue recognized" } } }, "localname": "RevenueRecognitionMilestoneMethodRecognizedRevenue", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_RoyaltyBearingProductsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Royalty-bearing products.", "label": "Royalty Bearing Products [Member]", "terseLabel": "Royalty-bearing Products [Member]" } } }, "localname": "RoyaltyBearingProductsMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_RoyaltyPurchaseAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Royalty purchase agreement.", "label": "Royalty Purchase Agreement [Member]", "terseLabel": "Royalty Purchase Agreement [Member]" } } }, "localname": "RoyaltyPurchaseAgreementMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_RoyaltySalesMilestoneMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Royalty sales milestone.", "label": "Royalty Sales Milestone [Member]", "terseLabel": "Royalty sales milestone [Member]" } } }, "localname": "RoyaltySalesMilestoneMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "domainItemType" }, "agen_SaleOfSubsidiarySharesInInitialPublicOffering": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails": { "order": 10010.0, "parentTag": "us-gaap_MinorityInterestPeriodIncreaseDecrease", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Sale of subsidiary shares in an initial public offering.", "label": "Sale Of Subsidiary Shares In Initial Public Offering", "terseLabel": "Sale of subsidiary shares in an initial public offering" } } }, "localname": "SaleOfSubsidiarySharesInInitialPublicOffering", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestAdditionalInformationDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "agen_SalesMilestoneTargetAchieved": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Sales milestone target achieved.", "label": "Sales Milestone Target Achieved", "terseLabel": "Sales milestone target achieved" } } }, "localname": "SalesMilestoneTargetAchieved", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_SalesMilestonesTarget": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Sales milestones target.", "label": "Sales Milestones Target", "terseLabel": "Sales milestones target" } } }, "localname": "SalesMilestonesTarget", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_SaponiQxIncMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "SaponiQx, Inc.", "label": "Saponi Qx Inc [Member]", "terseLabel": "SaponiQx, Inc." } } }, "localname": "SaponiQxIncMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestAdditionalInformationDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesDetails" ], "xbrltype": "domainItemType" }, "agen_ScheduleOfActivityWithinLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Schedule of activity within liability related to sale of future royalties and milestones.", "label": "Schedule Of Activity Within Liability Related To Sale Of Future Royalties And Milestones Table [Text Block]", "terseLabel": "Schedule of Liability Account" } } }, "localname": "ScheduleOfActivityWithinLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesTableTextBlock", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesTables" ], "xbrltype": "textBlockItemType" }, "agen_ScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Schedule of approximate interests in certain consolidated subsidiaries.", "label": "Schedule Of Approximate Interests In Certain Consolidated Subsidiaries Table [Text Block]", "terseLabel": "Schedule Of Approximate Interests In Certain Consolidated Subsidiaries" } } }, "localname": "ScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesTableTextBlock", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestTables" ], "xbrltype": "textBlockItemType" }, "agen_ScheduleOfChangesInNonControllingInterestTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Schedule of changes in non-controlling interest.", "label": "Schedule Of Changes In Non Controlling Interest Table [Text Block]", "terseLabel": "Schedule Of Changes In Non-controlling Interest" } } }, "localname": "ScheduleOfChangesInNonControllingInterestTableTextBlock", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestTables" ], "xbrltype": "textBlockItemType" }, "agen_ScheduleOfIntangibleAssetsExcludingGoodwillTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Schedule of Intangible Assets Excluding Goodwill.", "label": "Schedule Of Intangible Assets Excluding Goodwill Table [Text Block]", "terseLabel": "Schedule of Acquired Intangible Assets" } } }, "localname": "ScheduleOfIntangibleAssetsExcludingGoodwillTableTextBlock", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsTables" ], "xbrltype": "textBlockItemType" }, "agen_SeriesA1ConvertiblePreferredStockMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Series A-1 convertible preferred stock.", "label": "Series A1 Convertible Preferred Stock [Member]", "terseLabel": "Series A-1 convertible preferred stock [Member]" } } }, "localname": "SeriesA1ConvertiblePreferredStockMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesScheduleOfAntiDilutiveSecuritiesExcludedFromComputationOfDilutedWeightedAverageSharesOutstandingDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "agen_SeriesC1ConvertiblePreferredStockMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Series C-1 convertible preferred stock.", "label": "Series C1 Convertible Preferred Stock [Member]", "terseLabel": "Series C-1 Convertible Preferred Stock [Member]" } } }, "localname": "SeriesC1ConvertiblePreferredStockMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "agen_SeriesC1RedeemableConvertiblePreferredStockMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Series C-1 redeemable convertible preferred stock.", "label": "Series C1 Redeemable Convertible Preferred Stock [Member]", "verboseLabel": "Series C-1 convertible preferred stock [Member]" } } }, "localname": "SeriesC1RedeemableConvertiblePreferredStockMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesScheduleOfAntiDilutiveSecuritiesExcludedFromComputationOfDilutedWeightedAverageSharesOutstandingDetails" ], "xbrltype": "domainItemType" }, "agen_ShareBasedCompensationAwardByShareBasedPaymentAwardPurchasePriceAsPercentOfFairValue": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share-Based compensation award by Share-based payment award, purchase price as percent of fair value", "label": "Share Based Compensation Award By Share Based Payment Award Purchase Price As Percent Of Fair Value", "terseLabel": "Share-Based compensation award by Share-based payment award, purchase price as percent of fair value" } } }, "localname": "ShareBasedCompensationAwardByShareBasedPaymentAwardPurchasePriceAsPercentOfFairValue", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "percentItemType" }, "agen_ShareholdersEquityClass1Axis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Shareholders equity class1.", "label": "Shareholders Equity Class1 [Axis]", "terseLabel": "Shareholders Equity Class1" } } }, "localname": "ShareholdersEquityClass1Axis", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "stringItemType" }, "agen_ShareholdersEquityClass1Domain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Shareholders equity class1.", "label": "Shareholders Equity Class1 [Domain]", "terseLabel": "Shareholders Equity Class1" } } }, "localname": "ShareholdersEquityClass1Domain", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "agen_SharesExchangeAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Shares exchange agreement.", "label": "Shares Exchange Agreement [Member]", "terseLabel": "Shares Exchange Agreement" } } }, "localname": "SharesExchangeAgreementMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_SharesIssuedAveragePricePerShare": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Shares issued average price per share.", "label": "Shares Issued Average Price Per Share", "terseLabel": "Shares sold price per share" } } }, "localname": "SharesIssuedAveragePricePerShare", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "perShareItemType" }, "agen_SharesIssuedForBusinessAcquisition": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Shares Issued For Business Acquisition", "label": "Shares Issued For Business Acquisition", "terseLabel": "Issuance of shares for business acquisition, shares" } } }, "localname": "SharesIssuedForBusinessAcquisition", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "sharesItemType" }, "agen_SignificantUnobservableInputsCreditSpread": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Significant unobservable inputs credit spread", "label": "Significant Unobservable Inputs Credit Spread", "terseLabel": "Credit spread" } } }, "localname": "SignificantUnobservableInputsCreditSpread", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfWeightedAverageValuesOfContingentPurchaseMilestonesAndCreditSpreadDetails" ], "xbrltype": "percentItemType" }, "agen_SignificantUnobservableInputsWeightedBasedMilestonesPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Significant unobservable inputs weighted based milestones period", "label": "Significant Unobservable Inputs Weighted Based Milestones Period", "terseLabel": "Period of time to achieve milestones (in years)" } } }, "localname": "SignificantUnobservableInputsWeightedBasedMilestonesPeriod", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfWeightedAverageValuesOfContingentPurchaseMilestonesAndCreditSpreadDetails" ], "xbrltype": "durationItemType" }, "agen_StockIssuedDuringPeriodSharesStockOptionsExercisedAndEmployeeStockPurchasePlan": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock issued during period shares stock options exercised and employee stock purchase plan.", "label": "Stock Issued During Period Shares Stock Options Exercised And Employee Stock Purchase Plan", "terseLabel": "Exercise of stock options and employee share purchases, shares" } } }, "localname": "StockIssuedDuringPeriodSharesStockOptionsExercisedAndEmployeeStockPurchasePlan", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "sharesItemType" }, "agen_StockIssuedDuringPeriodValueStockOptionsExercisedAndEmployeeStockPurchasePlan": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Stock issued during period value stock options exercised and employee stock purchase plan.", "label": "Stock Issued During Period Value Stock Options Exercised And Employee Stock Purchase Plan", "terseLabel": "Exercise of stock options and employee share purchases, value" } } }, "localname": "StockIssuedDuringPeriodValueStockOptionsExercisedAndEmployeeStockPurchasePlan", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "agen_StockIssuedUnderStockPurchaseAgreementShares": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock issued under stock purchase agreement, shares", "label": "Stock Issued Under Stock Purchase Agreement Shares", "terseLabel": "Shares sold under Stock Purchase Agreement, shares" } } }, "localname": "StockIssuedUnderStockPurchaseAgreementShares", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "sharesItemType" }, "agen_StockIssuedUnderStockPurchaseAgreementValue": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Stock issued under stock purchase agreement, value", "label": "Stock Issued Under Stock Purchase Agreement Value", "terseLabel": "Shares sold under Stock Purchase Agreement, values" } } }, "localname": "StockIssuedUnderStockPurchaseAgreementValue", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "agen_StockPurchaseAgreementAdditionalSharesFavorableVotingPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock purchase agreement, additional shares favorable voting period.", "label": "Stock Purchase Agreement Additional Shares Favorable Voting Period", "terseLabel": "Stock purchase agreement, additional shares, favorable voting period" } } }, "localname": "StockPurchaseAgreementAdditionalSharesFavorableVotingPeriod", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "durationItemType" }, "agen_StockPurchaseAgreementAdditionalSharesIndisposablePeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock purchase agreement additional shares, indisposable period.", "label": "Stock Purchase Agreement Additional Shares Indisposable Period", "terseLabel": "Stock purchase agreement, additional shares indisposable period" } } }, "localname": "StockPurchaseAgreementAdditionalSharesIndisposablePeriod", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "durationItemType" }, "agen_StockPurchaseAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock purchase agreement.", "label": "Stock Purchase Agreement [Member]", "terseLabel": "Stock Purchase Agreement [Member]" } } }, "localname": "StockPurchaseAgreementMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_SummaryOfSignificantAccountingPoliciesLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Summary of significant accounting policies.", "label": "Summary Of Significant Accounting Policies [Line Items]", "terseLabel": "Summary Of Significant Accounting Policies [Line Items]" } } }, "localname": "SummaryOfSignificantAccountingPoliciesLineItems", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRecentAccountingPronouncementsNarrativeDetails" ], "xbrltype": "stringItemType" }, "agen_SummaryOfSignificantAccountingPoliciesTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Summary of significant accounting policies .", "label": "Summary Of Significant Accounting Policies [Table]", "terseLabel": "Summary Of Significant Accounting Policies [Table]" } } }, "localname": "SummaryOfSignificantAccountingPoliciesTable", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRecentAccountingPronouncementsNarrativeDetails" ], "xbrltype": "stringItemType" }, "agen_TaxCreditCarryforwardExpirationYear": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tax credit carryforward expiration year.", "label": "Tax Credit Carryforward Expiration Year", "terseLabel": "Research and development tax credits expiration year" } } }, "localname": "TaxCreditCarryforwardExpirationYear", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "gYearItemType" }, "agen_TemporaryEquitySharesDesignated": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Temporary equity shares designated.", "label": "Temporary Equity Shares Designated", "terseLabel": "Series C-1 convertible preferred stock, shares designated" } } }, "localname": "TemporaryEquitySharesDesignated", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "agen_TransactionCostsIncurredForRoyaltyAgreements": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Transaction costs incurred for royalty agreements.", "label": "Transaction Costs Incurred For Royalty Agreements", "terseLabel": "Transaction costs incurred" } } }, "localname": "TransactionCostsIncurredForRoyaltyAgreements", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_TwoThousandAndFifteenWarrantMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Two thousand and fifteen warrant.", "label": "Two Thousand And Fifteen Warrant [Member]", "terseLabel": "2015 Warrants [Member]" } } }, "localname": "TwoThousandAndFifteenWarrantMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_TwoThousandAndThirteenWarrantsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Two thousand and thirteen warrants.", "label": "Two Thousand And Thirteen Warrants [Member]", "terseLabel": "2013 Warrants [Member]" } } }, "localname": "TwoThousandAndThirteenWarrantsMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_TwoThousandFifteenSubordinatedNotesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Two thousand fifteen subordinated notes.", "label": "Two Thousand Fifteen Subordinated Notes [Member]", "terseLabel": "2015 Subordinated Notes [Member]" } } }, "localname": "TwoThousandFifteenSubordinatedNotesMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails" ], "xbrltype": "domainItemType" }, "agen_TwoThousandNineteenMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Two thousand nineteen.", "label": "Two Thousand Nineteen [Member]", "terseLabel": "2019 [Member]" } } }, "localname": "TwoThousandNineteenMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_TwoThousandTwentyMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Two thousand twenty.", "label": "Two Thousand Twenty [Member]", "terseLabel": "2020 [Member]" } } }, "localname": "TwoThousandTwentyMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_TwoThousandTwentyOneMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Two thousand twenty one.", "label": "Two Thousand Twenty One [Member]", "terseLabel": "2021 [Member]" } } }, "localname": "TwoThousandTwentyOneMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_UnbilledContractsReceivableAdditions": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Unbilled contracts receivable additions.", "label": "Unbilled Contracts Receivable Additions", "terseLabel": "Deferred revenue, Additions" } } }, "localname": "UnbilledContractsReceivableAdditions", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersScheduleOfInformationAboutContractAssetsAndContractLiabilitiesFromContractsWithCustomersDetails" ], "xbrltype": "monetaryItemType" }, "agen_UnbilledContractsReceivableDeductions": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Unbilled contracts receivable deductions.", "label": "Unbilled Contracts Receivable Deductions", "terseLabel": "Deferred revenue, Deductions" } } }, "localname": "UnbilledContractsReceivableDeductions", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersScheduleOfInformationAboutContractAssetsAndContractLiabilitiesFromContractsWithCustomersDetails" ], "xbrltype": "monetaryItemType" }, "agen_UnrecognizedTaxBenefitsIncreaseDecreaseRelatedToCurrentYearPositions": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Unrecognized tax benefits, increase (decrease) related to current year positions.", "label": "Unrecognized Tax Benefits Increase Decrease Related To Current Year Positions", "terseLabel": "Increase (decrease) related to current year positions" } } }, "localname": "UnrecognizedTaxBenefitsIncreaseDecreaseRelatedToCurrentYearPositions", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesUnrecognizedTaxBenefitsDetails" ], "xbrltype": "monetaryItemType" }, "agen_UnrecognizedTaxBenefitsIncreasesDecreasesResultingFromPriorPeriodTaxPositions": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Unrecognized tax benefits, increases (decreases) resulting from prior period tax positions.", "label": "Unrecognized Tax Benefits Increases Decreases Resulting From Prior Period Tax Positions", "terseLabel": "Increase (decrease) related to previously recognized positions" } } }, "localname": "UnrecognizedTaxBenefitsIncreasesDecreasesResultingFromPriorPeriodTaxPositions", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesUnrecognizedTaxBenefitsDetails" ], "xbrltype": "monetaryItemType" }, "agen_UpfrontCashPayment": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Upfront cash payment.", "label": "Upfront Cash Payment", "terseLabel": "Fee received" } } }, "localname": "UpfrontCashPayment", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_UpfrontLicenseExerciseFee": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Upfront license exercise fee.", "label": "Upfront License Exercise Fee", "terseLabel": "Upfront license exercise fee" } } }, "localname": "UpfrontLicenseExerciseFee", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_UpfrontPayment": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Upfront payment.", "label": "Upfront Payment", "terseLabel": "Upfront payment received" } } }, "localname": "UpfrontPayment", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_UpfrontPaymentReceived": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Upfront payment received.", "label": "Upfront Payment Received", "terseLabel": "Upfront payment received related to clinical development" } } }, "localname": "UpfrontPaymentReceived", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "agen_UroGenLicenseAgreementMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "UroGen license agreement.", "label": "Uro Gen License Agreement [Member]", "terseLabel": "UroGen License Agreement [Member]" } } }, "localname": "UroGenLicenseAgreementMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_VestingOfNonvestedSharesShares": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Vesting of nonvested shares, shares", "label": "Vesting Of Nonvested Shares Shares", "terseLabel": "Vesting of nonvested shares, shares" } } }, "localname": "VestingOfNonvestedSharesShares", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "sharesItemType" }, "agen_VestingOfNonvestedSharesValue": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Vesting of nonvested shares, value", "label": "Vesting Of Nonvested Shares Value", "terseLabel": "Vesting of nonvested shares, value" } } }, "localname": "VestingOfNonvestedSharesValue", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "agen_WeightedAverageStockPriceOfSharesCreditedUnderDirectorDeferredCompensationPlan": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average stock price of shares credited under Director Deferred Compensation Plan", "label": "Weighted Average Stock Price Of Shares Credited Under Director Deferred Compensation Plan", "terseLabel": "Weighted average stock price of shares credited under Director Deferred Compensation Plan" } } }, "localname": "WeightedAverageStockPriceOfSharesCreditedUnderDirectorDeferredCompensationPlan", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "perShareItemType" }, "agen_WorldwideMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Worldwide.", "label": "Worldwide [Member]", "terseLabel": "Worldwide [Member]" } } }, "localname": "WorldwideMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "agen_XomaMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "XOMA.", "label": "Xoma [Member]", "terseLabel": "XOMA [Member]" } } }, "localname": "XomaMember", "nsuri": "http://www.agenusbio.com/20211231", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "country_US": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "UNITED STATES", "terseLabel": "United States [Member]" } } }, "localname": "US", "nsuri": "http://xbrl.sec.gov/country/2021", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "dei_AmendmentFlag": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.", "label": "Amendment Flag", "terseLabel": "Amendment Flag" } } }, "localname": "AmendmentFlag", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_AuditorFirmId": { "auth_ref": [ "r772", "r773", "r774" ], "lang": { "en-us": { "role": { "documentation": "PCAOB issued Audit Firm Identifier", "label": "Auditor Firm Id", "terseLabel": "Auditor Firm ID" } } }, "localname": "AuditorFirmId", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "nonemptySequenceNumberItemType" }, "dei_AuditorLocation": { "auth_ref": [ "r772", "r773", "r774" ], "lang": { "en-us": { "role": { "label": "Auditor Location", "terseLabel": "Auditor Location" } } }, "localname": "AuditorLocation", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "internationalNameItemType" }, "dei_AuditorName": { "auth_ref": [ "r772", "r773", "r774" ], "lang": { "en-us": { "role": { "label": "Auditor Name", "terseLabel": "Auditor Name" } } }, "localname": "AuditorName", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "internationalNameItemType" }, "dei_CityAreaCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Area code of city", "label": "City Area Code", "terseLabel": "City Area Code" } } }, "localname": "CityAreaCode", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_CoverAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Cover page.", "label": "Cover [Abstract]" } } }, "localname": "CoverAbstract", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "xbrltype": "stringItemType" }, "dei_CurrentFiscalYearEndDate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "End date of current fiscal year in the format --MM-DD.", "label": "Current Fiscal Year End Date", "terseLabel": "Current Fiscal Year End Date" } } }, "localname": "CurrentFiscalYearEndDate", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "gMonthDayItemType" }, "dei_DocumentAnnualReport": { "auth_ref": [ "r772", "r773", "r774" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true only for a form used as an annual report.", "label": "Document Annual Report", "terseLabel": "Document Annual Report" } } }, "localname": "DocumentAnnualReport", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_DocumentFiscalPeriodFocus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Fiscal period values are FY, Q1, Q2, and Q3. 1st, 2nd and 3rd quarter 10-Q or 10-QT statements have value Q1, Q2, and Q3 respectively, with 10-K, 10-KT or other fiscal year statements having FY.", "label": "Document Fiscal Period Focus", "terseLabel": "Document Fiscal Period Focus" } } }, "localname": "DocumentFiscalPeriodFocus", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "fiscalPeriodItemType" }, "dei_DocumentFiscalYearFocus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "This is focus fiscal year of the document report in YYYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006.", "label": "Document Fiscal Year Focus", "terseLabel": "Document Fiscal Year Focus" } } }, "localname": "DocumentFiscalYearFocus", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "gYearItemType" }, "dei_DocumentPeriodEndDate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.", "label": "Document Period End Date", "terseLabel": "Document Period End Date" } } }, "localname": "DocumentPeriodEndDate", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "dateItemType" }, "dei_DocumentTransitionReport": { "auth_ref": [ "r775" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true only for a form used as a transition report.", "label": "Document Transition Report", "terseLabel": "Document Transition Report" } } }, "localname": "DocumentTransitionReport", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_DocumentType": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.", "label": "Document Type", "terseLabel": "Document Type" } } }, "localname": "DocumentType", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "submissionTypeItemType" }, "dei_DocumentsIncorporatedByReferenceTextBlock": { "auth_ref": [ "r770" ], "lang": { "en-us": { "role": { "documentation": "Documents incorporated by reference.", "label": "Documents Incorporated By Reference [Text Block]", "terseLabel": "Documents Incorporated by Reference [Text Block]" } } }, "localname": "DocumentsIncorporatedByReferenceTextBlock", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "textBlockItemType" }, "dei_EntityAddressAddressLine1": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Address Line 1 such as Attn, Building Name, Street Name", "label": "Entity Address Address Line1", "terseLabel": "Entity Address, Address Line One" } } }, "localname": "EntityAddressAddressLine1", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressCityOrTown": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Name of the City or Town", "label": "Entity Address City Or Town", "terseLabel": "Entity Address, City or Town" } } }, "localname": "EntityAddressCityOrTown", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressPostalZipCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Code for the postal or zip code", "label": "Entity Address Postal Zip Code", "terseLabel": "Entity Address, Postal Zip Code" } } }, "localname": "EntityAddressPostalZipCode", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressStateOrProvince": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Name of the state or province.", "label": "Entity Address State Or Province", "terseLabel": "Entity Address, State or Province" } } }, "localname": "EntityAddressStateOrProvince", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "stateOrProvinceItemType" }, "dei_EntityCentralIndexKey": { "auth_ref": [ "r769" ], "lang": { "en-us": { "role": { "documentation": "A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.", "label": "Entity Central Index Key", "terseLabel": "Entity Central Index Key" } } }, "localname": "EntityCentralIndexKey", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "centralIndexKeyItemType" }, "dei_EntityCommonStockSharesOutstanding": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument.", "label": "Entity Common Stock Shares Outstanding", "terseLabel": "Entity Common Stock, Shares Outstanding" } } }, "localname": "EntityCommonStockSharesOutstanding", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "sharesItemType" }, "dei_EntityCurrentReportingStatus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' whether registrants (1) have 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 registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure.", "label": "Entity Current Reporting Status", "terseLabel": "Entity Current Reporting Status" } } }, "localname": "EntityCurrentReportingStatus", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_EntityDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "All the names of the entities being reported upon in a document. Any legal structure used to conduct activities or to hold assets. Some examples of such structures are corporations, partnerships, limited liability companies, grantor trusts, and other trusts. This item does not include business and geographical segments which are included in the geographical or business segments domains.", "label": "Entity [Domain]", "terseLabel": "Entity" } } }, "localname": "EntityDomain", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestAdditionalInformationDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "dei_EntityEmergingGrowthCompany": { "auth_ref": [ "r769" ], "lang": { "en-us": { "role": { "documentation": "Indicate if registrant meets the emerging growth company criteria.", "label": "Entity Emerging Growth Company", "terseLabel": "Entity Emerging Growth Company" } } }, "localname": "EntityEmergingGrowthCompany", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_EntityFileNumber": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.", "label": "Entity File Number", "terseLabel": "Entity File Number" } } }, "localname": "EntityFileNumber", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "fileNumberItemType" }, "dei_EntityFilerCategory": { "auth_ref": [ "r769" ], "lang": { "en-us": { "role": { "documentation": "Indicate whether the registrant is one of the following: Large Accelerated Filer, Accelerated Filer, Non-accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure.", "label": "Entity Filer Category", "terseLabel": "Entity Filer Category" } } }, "localname": "EntityFilerCategory", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "filerCategoryItemType" }, "dei_EntityIncorporationStateCountryCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Two-character EDGAR code representing the state or country of incorporation.", "label": "Entity Incorporation State Country Code", "terseLabel": "Entity Incorporation, State or Country Code" } } }, "localname": "EntityIncorporationStateCountryCode", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "edgarStateCountryItemType" }, "dei_EntityInteractiveDataCurrent": { "auth_ref": [ "r777" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).", "label": "Entity Interactive Data Current", "terseLabel": "Entity Interactive Data Current" } } }, "localname": "EntityInteractiveDataCurrent", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_EntityPublicFloat": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter.", "label": "Entity Public Float", "terseLabel": "Entity Public Float" } } }, "localname": "EntityPublicFloat", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "monetaryItemType" }, "dei_EntityRegistrantName": { "auth_ref": [ "r769" ], "lang": { "en-us": { "role": { "documentation": "The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.", "label": "Entity Registrant Name", "terseLabel": "Entity Registrant Name" } } }, "localname": "EntityRegistrantName", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityShellCompany": { "auth_ref": [ "r769" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act.", "label": "Entity Shell Company", "terseLabel": "Entity Shell Company" } } }, "localname": "EntityShellCompany", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_EntitySmallBusiness": { "auth_ref": [ "r769" ], "lang": { "en-us": { "role": { "documentation": "Indicates that the company is a Smaller Reporting Company (SRC).", "label": "Entity Small Business", "terseLabel": "Entity Small Business" } } }, "localname": "EntitySmallBusiness", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_EntityTaxIdentificationNumber": { "auth_ref": [ "r769" ], "lang": { "en-us": { "role": { "documentation": "The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.", "label": "Entity Tax Identification Number", "terseLabel": "Entity Tax Identification Number" } } }, "localname": "EntityTaxIdentificationNumber", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "employerIdItemType" }, "dei_EntityVoluntaryFilers": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.", "label": "Entity Voluntary Filers", "terseLabel": "Entity Voluntary Filers" } } }, "localname": "EntityVoluntaryFilers", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_EntityWellKnownSeasonedIssuer": { "auth_ref": [ "r778" ], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Is used on Form Type: 10-K, 10-Q, 8-K, 20-F, 6-K, 10-K/A, 10-Q/A, 20-F/A, 6-K/A, N-CSR, N-Q, N-1A.", "label": "Entity Well Known Seasoned Issuer", "terseLabel": "Entity Well-known Seasoned Issuer" } } }, "localname": "EntityWellKnownSeasonedIssuer", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_IcfrAuditorAttestationFlag": { "auth_ref": [ "r772", "r773", "r774" ], "lang": { "en-us": { "role": { "label": "Icfr Auditor Attestation Flag", "terseLabel": "ICFR Auditor Attestation Flag" } } }, "localname": "IcfrAuditorAttestationFlag", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_LegalEntityAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The set of legal entities associated with a report.", "label": "Legal Entity [Axis]", "terseLabel": "Legal Entity" } } }, "localname": "LegalEntityAxis", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestAdditionalInformationDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "stringItemType" }, "dei_LocalPhoneNumber": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Local phone number for entity.", "label": "Local Phone Number", "terseLabel": "Local Phone Number" } } }, "localname": "LocalPhoneNumber", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_Security12bTitle": { "auth_ref": [ "r768" ], "lang": { "en-us": { "role": { "documentation": "Title of a 12(b) registered security.", "label": "Security12b Title", "terseLabel": "Title of 12(b) Security" } } }, "localname": "Security12bTitle", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "securityTitleItemType" }, "dei_SecurityExchangeName": { "auth_ref": [ "r771" ], "lang": { "en-us": { "role": { "documentation": "Name of the Exchange on which a security is registered.", "label": "Security Exchange Name", "terseLabel": "Security Exchange Name" } } }, "localname": "SecurityExchangeName", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "edgarExchangeCodeItemType" }, "dei_TradingSymbol": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Trading symbol of an instrument as listed on an exchange.", "label": "Trading Symbol", "terseLabel": "Trading Symbol" } } }, "localname": "TradingSymbol", "nsuri": "http://xbrl.sec.gov/dei/2021q4", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "tradingSymbolItemType" }, "srt_ChiefExecutiveOfficerMember": { "auth_ref": [ "r208" ], "lang": { "en-us": { "role": { "label": "Chief Executive Officer [Member]", "terseLabel": "Dr. Garo H. Armen [Member]" } } }, "localname": "ChiefExecutiveOfficerMember", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_ConsolidatedEntitiesAxis": { "auth_ref": [ "r130", "r277", "r281", "r286", "r526", "r527", "r535", "r536", "r632", "r764" ], "lang": { "en-us": { "role": { "label": "Consolidated Entities [Axis]", "terseLabel": "Consolidated Entities" } } }, "localname": "ConsolidatedEntitiesAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "stringItemType" }, "srt_ConsolidatedEntitiesDomain": { "auth_ref": [ "r130", "r277", "r281", "r286", "r526", "r527", "r535", "r536", "r632", "r764" ], "lang": { "en-us": { "role": { "label": "Consolidated Entities [Domain]", "terseLabel": "Consolidated Entities" } } }, "localname": "ConsolidatedEntitiesDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_CounterpartyNameAxis": { "auth_ref": [ "r65", "r67", "r128", "r129", "r293", "r332" ], "lang": { "en-us": { "role": { "label": "Counterparty Name [Axis]", "terseLabel": "Counterparty Name" } } }, "localname": "CounterpartyNameAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails1", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails" ], "xbrltype": "stringItemType" }, "srt_MajorCustomersAxis": { "auth_ref": [ "r207", "r381", "r387", "r718" ], "lang": { "en-us": { "role": { "label": "Major Customers [Axis]", "terseLabel": "Customer" } } }, "localname": "MajorCustomersAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRevenueRecognitionNarrativeDetails" ], "xbrltype": "stringItemType" }, "srt_MaximumMember": { "auth_ref": [ "r292", "r331", "r417", "r419", "r639", "r640", "r641", "r642", "r643", "r644", "r647", "r715", "r719", "r765", "r766" ], "lang": { "en-us": { "role": { "label": "Maximum [Member]", "terseLabel": "Maximum [Member]" } } }, "localname": "MaximumMember", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfWeightedAverageValuesOfContingentPurchaseMilestonesAndCreditSpreadDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_MinimumMember": { "auth_ref": [ "r292", "r331", "r417", "r419", "r639", "r640", "r641", "r642", "r643", "r644", "r647", "r715", "r719", "r765", "r766" ], "lang": { "en-us": { "role": { "label": "Minimum [Member]", "terseLabel": "Minimum [Member]" } } }, "localname": "MinimumMember", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfWeightedAverageValuesOfContingentPurchaseMilestonesAndCreditSpreadDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_NameOfMajorCustomerDomain": { "auth_ref": [ "r207", "r381", "r387", "r718" ], "lang": { "en-us": { "role": { "label": "Name Of Major Customer [Domain]", "terseLabel": "Customer" } } }, "localname": "NameOfMajorCustomerDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRevenueRecognitionNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_OwnershipAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Ownership [Axis]", "terseLabel": "Ownership" } } }, "localname": "OwnershipAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesDetails" ], "xbrltype": "stringItemType" }, "srt_OwnershipDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Ownership [Domain]", "terseLabel": "Ownership" } } }, "localname": "OwnershipDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesDetails" ], "xbrltype": "domainItemType" }, "srt_ParentCompanyMember": { "auth_ref": [ "r130" ], "lang": { "en-us": { "role": { "label": "Parent Company [Member]", "terseLabel": "Agenus Inc [Member]" } } }, "localname": "ParentCompanyMember", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_ProductOrServiceAxis": { "auth_ref": [ "r201", "r381", "r385", "r663", "r714", "r716" ], "lang": { "en-us": { "role": { "label": "Product Or Service [Axis]", "terseLabel": "Product and Service" } } }, "localname": "ProductOrServiceAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "stringItemType" }, "srt_ProductsAndServicesDomain": { "auth_ref": [ "r201", "r381", "r385", "r663", "r714", "r716" ], "lang": { "en-us": { "role": { "label": "Products And Services [Domain]", "terseLabel": "Product and Service" } } }, "localname": "ProductsAndServicesDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "domainItemType" }, "srt_RangeAxis": { "auth_ref": [ "r292", "r331", "r396", "r417", "r419", "r639", "r640", "r641", "r642", "r643", "r644", "r647", "r715", "r719", "r765", "r766" ], "lang": { "en-us": { "role": { "label": "Range [Axis]", "terseLabel": "Statistical Measurement" } } }, "localname": "RangeAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfWeightedAverageValuesOfContingentPurchaseMilestonesAndCreditSpreadDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "stringItemType" }, "srt_RangeMember": { "auth_ref": [ "r292", "r331", "r396", "r417", "r419", "r639", "r640", "r641", "r642", "r643", "r644", "r647", "r715", "r719", "r765", "r766" ], "lang": { "en-us": { "role": { "label": "Range [Member]", "terseLabel": "Statistical Measurement" } } }, "localname": "RangeMember", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfWeightedAverageValuesOfContingentPurchaseMilestonesAndCreditSpreadDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_RepurchaseAgreementCounterpartyNameDomain": { "auth_ref": [ "r66", "r67", "r128", "r129", "r293", "r332" ], "lang": { "en-us": { "role": { "label": "Repurchase Agreement Counterparty Name [Domain]", "terseLabel": "Counterparty Name" } } }, "localname": "RepurchaseAgreementCounterpartyNameDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails1", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_RestatementAxis": { "auth_ref": [ "r3", "r132", "r133", "r134", "r136", "r137", "r140", "r141", "r142", "r143", "r145", "r146", "r147", "r148", "r149", "r151", "r163", "r231", "r232", "r465", "r501", "r546", "r550", "r551", "r552", "r722", "r723", "r724", "r725", "r726", "r727", "r728", "r729", "r730", "r731", "r782", "r783" ], "lang": { "en-us": { "role": { "label": "Restatement [Axis]", "terseLabel": "Revision of Prior Period" } } }, "localname": "RestatementAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "stringItemType" }, "srt_RestatementDomain": { "auth_ref": [ "r3", "r132", "r133", "r134", "r136", "r137", "r140", "r141", "r142", "r143", "r145", "r146", "r147", "r148", "r149", "r151", "r163", "r231", "r232", "r465", "r501", "r546", "r550", "r551", "r552", "r722", "r723", "r724", "r725", "r726", "r727", "r728", "r729", "r730", "r731", "r782", "r783" ], "lang": { "en-us": { "role": { "label": "Restatement [Domain]", "terseLabel": "Revision of Prior Period" } } }, "localname": "RestatementDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "srt_RevisionOfPriorPeriodAccountingStandardsUpdateAdjustmentMember": { "auth_ref": [ "r3", "r136", "r137", "r143", "r151", "r231", "r232", "r465", "r501", "r546", "r552", "r722", "r723", "r724", "r725", "r726", "r727", "r728", "r729", "r730", "r731", "r782", "r783" ], "lang": { "en-us": { "role": { "label": "Revision Of Prior Period Accounting Standards Update Adjustment [Member]", "terseLabel": "Revision Of Prior Period Accounting Standards Update Adjustment [Member]" } } }, "localname": "RevisionOfPriorPeriodAccountingStandardsUpdateAdjustmentMember", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "srt_SegmentGeographicalDomain": { "auth_ref": [ "r202", "r203", "r381", "r386", "r717", "r755", "r756", "r757", "r758", "r759", "r760", "r761", "r762", "r763" ], "lang": { "en-us": { "role": { "label": "Segment Geographical [Domain]", "terseLabel": "Geographical" } } }, "localname": "SegmentGeographicalDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "srt_StatementGeographicalAxis": { "auth_ref": [ "r202", "r203", "r381", "r386", "r717", "r748", "r755", "r756", "r757", "r758", "r759", "r760", "r761", "r762", "r763" ], "lang": { "en-us": { "role": { "label": "Statement Geographical [Axis]", "terseLabel": "United States [Member]" } } }, "localname": "StatementGeographicalAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "stringItemType" }, "srt_TitleOfIndividualAxis": { "auth_ref": [ "r208", "r628" ], "lang": { "en-us": { "role": { "label": "Title Of Individual [Axis]", "terseLabel": "Title of Individual" } } }, "localname": "TitleOfIndividualAxis", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "stringItemType" }, "srt_TitleOfIndividualWithRelationshipToEntityDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Title Of Individual With Relationship To Entity [Domain]", "terseLabel": "Title of Individual" } } }, "localname": "TitleOfIndividualWithRelationshipToEntityDomain", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_WeightedAverageMember": { "auth_ref": [ "r639", "r641", "r644", "r765", "r766" ], "lang": { "en-us": { "role": { "label": "Weighted Average [Member]", "terseLabel": "Weighted Average [Member]" } } }, "localname": "WeightedAverageMember", "nsuri": "http://fasb.org/srt/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfWeightedAverageValuesOfContingentPurchaseMilestonesAndCreditSpreadDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AccountingPoliciesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Accounting Policies [Abstract]" } } }, "localname": "AccountingPoliciesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_AccountingStandardsUpdate201602Member": { "auth_ref": [ "r602" ], "lang": { "en-us": { "role": { "documentation": "Accounting Standards Update 2016-02 Leases (Topic 842).", "label": "Accounting Standards Update201602 [Member]", "terseLabel": "ASC 842 [Member]" } } }, "localname": "AccountingStandardsUpdate201602Member", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "us-gaap_AccountsPayableCurrent": { "auth_ref": [ "r45", "r635" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10220.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accounts Payable Current", "terseLabel": "Accounts payable" } } }, "localname": "AccountsPayableCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccountsReceivableNet": { "auth_ref": [ "r33", "r700", "r749" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after allowance for credit loss, of right to consideration from customer for product sold and service rendered in normal course of business.", "label": "Accounts Receivable Net", "verboseLabel": "Receivables for R & D services" } } }, "localname": "AccountsReceivableNet", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccountsReceivableNetCurrent": { "auth_ref": [ "r8", "r33", "r209", "r210" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10330.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after allowance for credit loss, of right to consideration from customer for product sold and service rendered in normal course of business, classified as current.", "label": "Accounts Receivable Net Current", "terseLabel": "Accounts Receivable" } } }, "localname": "AccountsReceivableNetCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccruedLiabilitiesCurrent": { "auth_ref": [ "r48" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesScheduleOfAccruedLiabilitiesDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10230.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying value as of the balance sheet date of obligations incurred and payable, pertaining to costs that are statutory in nature, are incurred on contractual obligations, or accumulate over time and for which invoices have not yet been received or will not be rendered. Examples include taxes, interest, rent and utilities. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accrued Liabilities Current", "terseLabel": "Accrued liabilities", "totalLabel": "Total" } } }, "localname": "AccruedLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesScheduleOfAccruedLiabilitiesDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccruedLiabilitiesCurrentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Accrued Liabilities Current [Abstract]" } } }, "localname": "AccruedLiabilitiesCurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_AccruedProfessionalFeesCurrent": { "auth_ref": [ "r14", "r16", "r48" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesScheduleOfAccruedLiabilitiesDetails": { "order": 10020.0, "parentTag": "us-gaap_AccruedLiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying value as of the balance sheet date of obligations incurred through that date and payable for professional fees, such as for legal and accounting services received. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accrued Professional Fees Current", "terseLabel": "Professional fees" } } }, "localname": "AccruedProfessionalFeesCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesScheduleOfAccruedLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccruedSalariesCurrent": { "auth_ref": [ "r14", "r16", "r48" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesScheduleOfAccruedLiabilitiesDetails": { "order": 10010.0, "parentTag": "us-gaap_AccruedLiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying value as of the balance sheet date of the obligations incurred through that date and payable for employees' services provided. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accrued Salaries Current", "terseLabel": "Payroll" } } }, "localname": "AccruedSalariesCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesScheduleOfAccruedLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment": { "auth_ref": [ "r43", "r264" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails": { "order": 10020.0, "parentTag": "us-gaap_PropertyPlantAndEquipmentNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of accumulated depreciation, depletion and amortization for physical assets used in the normal conduct of business to produce goods and services.", "label": "Accumulated Depreciation Depletion And Amortization Property Plant And Equipment", "negatedLabel": "Plant and equipment, accumulated amortization and depreciation", "terseLabel": "Property plant and equipment, accumulated amortization and depreciation" } } }, "localname": "AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeLossNetOfTax": { "auth_ref": [ "r36", "r71", "r72", "r73", "r706", "r727", "r731" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10160.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.", "label": "Accumulated Other Comprehensive Income Loss Net Of Tax", "terseLabel": "Accumulated other comprehensive income" } } }, "localname": "AccumulatedOtherComprehensiveIncomeLossNetOfTax", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeMember": { "auth_ref": [ "r70", "r73", "r79", "r80", "r81", "r132", "r133", "r134", "r533", "r722", "r723", "r783" ], "lang": { "en-us": { "role": { "documentation": "Accumulated increase (decrease) in equity from transactions and other events and circumstances from non-owner sources, attributable to the parent. Excludes net income (loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners.", "label": "Accumulated Other Comprehensive Income [Member]", "terseLabel": "Accumulated Other Comprehensive Income (Loss) [Member]" } } }, "localname": "AccumulatedOtherComprehensiveIncomeMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "us-gaap_AcquiredFiniteLivedIntangibleAssetsWeightedAverageUsefulLife": { "auth_ref": [ "r250" ], "lang": { "en-us": { "role": { "documentation": "Weighted average amortization period of finite-lived intangible assets acquired either individually or as part of a group of assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Acquired Finite Lived Intangible Assets Weighted Average Useful Life", "terseLabel": "Acquired Finite-lived Intangible Assets, Weighted Average Useful Life" } } }, "localname": "AcquiredFiniteLivedIntangibleAssetsWeightedAverageUsefulLife", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_AdditionalPaidInCapital": { "auth_ref": [ "r34", "r465", "r635" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10150.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of excess of issue price over par or stated value of stock and from other transaction involving stock or stockholder. Includes, but is not limited to, additional paid-in capital (APIC) for common and preferred stock.", "label": "Additional Paid In Capital", "terseLabel": "Additional paid-in capital" } } }, "localname": "AdditionalPaidInCapital", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdditionalPaidInCapitalMember": { "auth_ref": [ "r132", "r133", "r134", "r462", "r463", "r464", "r550" ], "lang": { "en-us": { "role": { "documentation": "Excess of issue price over par or stated value of the entity's capital stock and amounts received from other transactions involving the entity's stock or stockholders.", "label": "Additional Paid In Capital [Member]", "terseLabel": "Additional Paid-in Capital [Member]" } } }, "localname": "AdditionalPaidInCapitalMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "us-gaap_AdjustmentsForNewAccountingPronouncementsAxis": { "auth_ref": [ "r0", "r1", "r2", "r3", "r4", "r136", "r137", "r138", "r139", "r151", "r217", "r218", "r226", "r227", "r228", "r229", "r231", "r232", "r276", "r458", "r459", "r460", "r461", "r462", "r463", "r464", "r465", "r498", "r499", "r500", "r501", "r542", "r543", "r544", "r545", "r546", "r547", "r548", "r549", "r550", "r551", "r552", "r573", "r574", "r576", "r577", "r578", "r579", "r580", "r581", "r622", "r665", "r666", "r667", "r720", "r721", "r722", "r723", "r724", "r725", "r726", "r727", "r728", "r729", "r730", "r731", "r779", "r780", "r781", "r782", "r783" ], "lang": { "en-us": { "role": { "documentation": "Information by amendment to accounting standards.", "label": "Adjustments For New Accounting Pronouncements [Axis]", "terseLabel": "Accounting Standards Update" } } }, "localname": "AdjustmentsForNewAccountingPronouncementsAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRecentAccountingPronouncementsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "stringItemType" }, "us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue": { "auth_ref": [ "r421", "r423", "r468", "r469" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails": { "order": 10030.0, "parentTag": "us-gaap_MinorityInterestPeriodIncreaseDecrease", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase to additional paid-in capital (APIC) for recognition of cost for award under share-based payment arrangement.", "label": "Adjustments To Additional Paid In Capital Sharebased Compensation Requisite Service Period Recognition Value", "terseLabel": "Share-based compensation" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToAdditionalPaidInCapitalWarrantIssued": { "auth_ref": [ "r288", "r346", "r355" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in additional paid in capital (APIC) resulting from the issuance of warrants. Includes allocation of proceeds of debt securities issued with detachable stock purchase warrants.", "label": "Adjustments To Additional Paid In Capital Warrant Issued", "terseLabel": "Amendment of 2015 warrants and issuance of 2020 warrants" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalWarrantIssued", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Adjustments To Reconcile Net Income Loss To Cash Provided By Used In Operating Activities [Abstract]", "terseLabel": "Adjustments to reconcile net loss to net cash used in operating activities:" } } }, "localname": "AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_AdministrationOfTheTreasuryBelgiumMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax department of the government of Belgium.", "label": "Administration Of The Treasury Belgium [Member]", "terseLabel": "Belgium [Member]" } } }, "localname": "AdministrationOfTheTreasuryBelgiumMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AllocatedShareBasedCompensationExpense": { "auth_ref": [ "r423", "r454", "r467" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of expense for award under share-based payment arrangement. Excludes amount capitalized.", "label": "Allocated Share Based Compensation Expense", "terseLabel": "Share-based compensation expense" } } }, "localname": "AllocatedShareBasedCompensationExpense", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfShareBasedCompensationExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AllowanceForDoubtfulAccountsReceivable": { "auth_ref": [ "r212", "r233", "r234", "r235" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of allowance for credit loss on accounts receivable.", "label": "Allowance For Doubtful Accounts Receivable", "terseLabel": "Allowance for doubtful accounts receivable" } } }, "localname": "AllowanceForDoubtfulAccountsReceivable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAccountsReceivableNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AmortizationOfIntangibleAssets": { "auth_ref": [ "r108", "r248", "r255" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate expense charged against earnings to allocate the cost of intangible assets (nonphysical assets not used in production) in a systematic and rational manner to the periods expected to benefit from such assets. As a noncash expense, this element is added back to net income when calculating cash provided by or used in operations using the indirect method.", "label": "Amortization Of Intangible Assets", "terseLabel": "Amortization expense" } } }, "localname": "AmortizationOfIntangibleAssets", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount": { "auth_ref": [ "r161" ], "lang": { "en-us": { "role": { "documentation": "Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented.", "label": "Antidilutive Securities Excluded From Computation Of Earnings Per Share Amount", "terseLabel": "Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount" } } }, "localname": "AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesScheduleOfAntiDilutiveSecuritiesExcludedFromComputationOfDilutedWeightedAverageSharesOutstandingDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis": { "auth_ref": [ "r161" ], "lang": { "en-us": { "role": { "documentation": "Information by type of antidilutive security.", "label": "Antidilutive Securities Excluded From Computation Of Earnings Per Share By Antidilutive Securities [Axis]", "terseLabel": "Antidilutive Securities" } } }, "localname": "AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesScheduleOfAntiDilutiveSecuritiesExcludedFromComputationOfDilutedWeightedAverageSharesOutstandingDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]", "terseLabel": "Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]" } } }, "localname": "AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesScheduleOfAntiDilutiveSecuritiesExcludedFromComputationOfDilutedWeightedAverageSharesOutstandingDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AntidilutiveSecuritiesNameDomain": { "auth_ref": [ "r161" ], "lang": { "en-us": { "role": { "documentation": "Incremental common shares attributable to securities that were not included in diluted earnings per share (EPS) because to do so would increase EPS amounts or decrease loss per share amounts for the period presented.", "label": "Antidilutive Securities Name [Domain]", "terseLabel": "Antidilutive Securities, Name" } } }, "localname": "AntidilutiveSecuritiesNameDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesScheduleOfAntiDilutiveSecuritiesExcludedFromComputationOfDilutedWeightedAverageSharesOutstandingDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ArrangementsAndNonarrangementTransactionsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Collaborative arrangement and arrangement other than collaborative applicable to revenue-generating activity or operations.", "label": "Arrangements And Nonarrangement Transactions [Member]", "terseLabel": "Collaborative Arrangement and Arrangement Other than Collaborative" } } }, "localname": "ArrangementsAndNonarrangementTransactionsMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlowsParenthetical" ], "xbrltype": "domainItemType" }, "us-gaap_AssetImpairmentCharges": { "auth_ref": [ "r108", "r261" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of write-down of assets recognized in the income statement. Includes, but is not limited to, losses from tangible assets, intangible assets and goodwill.", "label": "Asset Impairment Charges", "verboseLabel": "Asset impairment charges" } } }, "localname": "AssetImpairmentCharges", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_Assets": { "auth_ref": [ "r124", "r185", "r194", "r199", "r222", "r277", "r278", "r279", "r280", "r281", "r282", "r283", "r284", "r285", "r286", "r287", "r526", "r535", "r572", "r633", "r635", "r683", "r702" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets", "totalLabel": "Total assets" } } }, "localname": "Assets", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AssetsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Assets [Abstract]", "terseLabel": "ASSETS" } } }, "localname": "AssetsAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_AssetsCurrent": { "auth_ref": [ "r10", "r12", "r64", "r124", "r222", "r277", "r278", "r279", "r280", "r281", "r282", "r283", "r284", "r285", "r286", "r287", "r526", "r535", "r572", "r633", "r635" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10250.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets Current", "totalLabel": "Total current assets" } } }, "localname": "AssetsCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AuctionMarketPreferredSecuritiesStockSeriesLiquidationValue": { "auth_ref": [ "r348" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The amount of the liquidation value for auction market preferred securities.", "label": "Auction Market Preferred Securities Stock Series Liquidation Value", "terseLabel": "Series A-1 convertible preferred stock, liquidation value" } } }, "localname": "AuctionMarketPreferredSecuritiesStockSeriesLiquidationValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "monetaryItemType" }, "us-gaap_AwardTypeAxis": { "auth_ref": [ "r424", "r457" ], "lang": { "en-us": { "role": { "documentation": "Information by type of award under share-based payment arrangement.", "label": "Award Type [Axis]", "terseLabel": "Award Type" } } }, "localname": "AwardTypeAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BuildingAndBuildingImprovementsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Facility held for productive use including, but not limited to, office, production, storage and distribution facilities and any addition, improvement, or renovation to the structure, for example, but not limited to, interior masonry, interior flooring, electrical, and plumbing.", "label": "Building And Building Improvements [Member]", "terseLabel": "Building and building improvements [Member]" } } }, "localname": "BuildingAndBuildingImprovementsMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails" ], "xbrltype": "domainItemType" }, "us-gaap_BusinessAcquisitionAcquireeDomain": { "auth_ref": [ "r416", "r418" ], "lang": { "en-us": { "role": { "documentation": "Identification of the acquiree in a material business combination (or series of individually immaterial business combinations), which may include the name or other type of identification of the acquiree.", "label": "Business Acquisition Acquiree [Domain]", "terseLabel": "Business Acquisition, Acquiree" } } }, "localname": "BusinessAcquisitionAcquireeDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_BusinessAcquisitionAxis": { "auth_ref": [ "r416", "r418", "r511", "r512" ], "lang": { "en-us": { "role": { "documentation": "Information by business combination or series of individually immaterial business combinations.", "label": "Business Acquisition [Axis]", "terseLabel": "Business Acquisition" } } }, "localname": "BusinessAcquisitionAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessAcquisitionLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Business Acquisition [Line Items]", "terseLabel": "Business Acquisition [Line Items]" } } }, "localname": "BusinessAcquisitionLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessCombinationContingentConsiderationArrangementsChangeInAmountOfContingentConsiderationLiability1": { "auth_ref": [ "r107", "r519" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10240.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in the value of a contingent consideration liability, including, but not limited to, differences arising upon settlement.", "label": "Business Combination Contingent Consideration Arrangements Change In Amount Of Contingent Consideration Liability1", "terseLabel": "Change in fair value of contingent obligations" } } }, "localname": "BusinessCombinationContingentConsiderationArrangementsChangeInAmountOfContingentConsiderationLiability1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationContingentConsiderationArrangementsRangeOfOutcomesValueHigh": { "auth_ref": [ "r518" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "For contingent consideration arrangements recognized in connection with a business combination, this element represents an estimate of the high-end of the potential range (undiscounted) of the consideration which may be paid.", "label": "Business Combination Contingent Consideration Arrangements Range Of Outcomes Value High", "terseLabel": "Contingent Consideration" } } }, "localname": "BusinessCombinationContingentConsiderationArrangementsRangeOfOutcomesValueHigh", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationContingentConsiderationLiabilityNoncurrent": { "auth_ref": [ "r515", "r516" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10060.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liability recognized arising from contingent consideration in a business combination, expected to be settled beyond one year or the normal operating cycle, if longer.", "label": "Business Combination Contingent Consideration Liability Noncurrent", "terseLabel": "Contingent purchase price consideration" } } }, "localname": "BusinessCombinationContingentConsiderationLiabilityNoncurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationDisclosureTextBlock": { "auth_ref": [ "r520" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).", "label": "Business Combination Disclosure [Text Block]", "terseLabel": "Business Acquisitions" } } }, "localname": "BusinessCombinationDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitions" ], "xbrltype": "textBlockItemType" }, "us-gaap_BusinessCombinationsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Business Combinations [Abstract]" } } }, "localname": "BusinessCombinationsAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_BusinessDescriptionAndBasisOfPresentationTextBlock": { "auth_ref": [ "r6", "r131", "r180" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for the business description and basis of presentation concepts. Business description describes the nature and type of organization including but not limited to organizational structure as may be applicable to holding companies, parent and subsidiary relationships, business divisions, business units, business segments, affiliates and information about significant ownership of the reporting entity. Basis of presentation describes the underlying basis used to prepare the financial statements (for example, US Generally Accepted Accounting Principles, Other Comprehensive Basis of Accounting, IFRS).", "label": "Business Description And Basis Of Presentation [Text Block]", "terseLabel": "Description of Business" } } }, "localname": "BusinessDescriptionAndBasisOfPresentationTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDescriptionOfBusiness" ], "xbrltype": "textBlockItemType" }, "us-gaap_CapitalExpendituresIncurredButNotYetPaid": { "auth_ref": [ "r113", "r114", "r115" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Future cash outflow to pay for purchases of fixed assets that have occurred.", "label": "Capital Expenditures Incurred But Not Yet Paid", "terseLabel": "Purchases of plant and equipment in accounts payable and accrued liabilities" } } }, "localname": "CapitalExpendituresIncurredButNotYetPaid", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedContractCostNet": { "auth_ref": [ "r238" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after accumulated amortization and accumulated impairment loss, of asset recognized from cost incurred to obtain or fulfill contract with customer.", "label": "Capitalized Contract Cost Net", "verboseLabel": "Capitalized contract , cost" } } }, "localname": "CapitalizedContractCostNet", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CarryingReportedAmountFairValueDisclosureMember": { "auth_ref": [ "r567", "r568" ], "lang": { "en-us": { "role": { "documentation": "Measured as reported on the statement of financial position (balance sheet).", "label": "Carrying Reported Amount Fair Value Disclosure [Member]", "terseLabel": "Cost [Member]" } } }, "localname": "CarryingReportedAmountFairValueDisclosureMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsScheduleOfCashEquivalentsAndShortTermInvestmentsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CashAndCashEquivalentsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Cash And Cash Equivalents [Abstract]" } } }, "localname": "CashAndCashEquivalentsAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_CashAndCashEquivalentsAtCarryingValue": { "auth_ref": [ "r7", "r40", "r110" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashScheduleOfReconciliationOfCashCashEquivalentsAndRestrictedCashDetails": { "order": 10010.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations", "weight": 1.0 }, "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10310.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.", "label": "Cash And Cash Equivalents At Carrying Value", "terseLabel": "Cash and cash equivalents" } } }, "localname": "CashAndCashEquivalentsAtCarryingValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashScheduleOfReconciliationOfCashCashEquivalentsAndRestrictedCashDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashAndCashEquivalentsAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by type of cash and cash equivalent balance.", "label": "Cash And Cash Equivalents [Axis]", "terseLabel": "Cash and Cash Equivalents" } } }, "localname": "CashAndCashEquivalentsAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsScheduleOfCashEquivalentsAndShortTermInvestmentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_CashAndCashEquivalentsDisclosureTextBlock": { "auth_ref": [ "r18" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for cash and cash equivalent footnotes, which may include the types of deposits and money market instruments, applicable carrying amounts, restricted amounts and compensating balance arrangements. Cash and equivalents include: (1) currency on hand (2) demand deposits with banks or financial institutions (3) other kinds of accounts that have the general characteristics of demand deposits (4) short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Generally, only investments maturing within three months from the date of acquisition qualify.", "label": "Cash And Cash Equivalents Disclosure [Text Block]", "terseLabel": "Investments" } } }, "localname": "CashAndCashEquivalentsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestments" ], "xbrltype": "textBlockItemType" }, "us-gaap_CashAndCashEquivalentsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Cash And Cash Equivalents [Line Items]", "terseLabel": "Cash And Cash Equivalents [Line Items]" } } }, "localname": "CashAndCashEquivalentsLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsAdditionalInformationsDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsScheduleOfCashEquivalentsAndShortTermInvestmentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_CashAndCashEquivalentsPeriodIncreaseDecrease": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in cash and cash equivalents. Cash and cash equivalents are the amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Includes effect from exchange rate changes.", "label": "Cash And Cash Equivalents Period Increase Decrease", "terseLabel": "Increase in cash and cash equivalents" } } }, "localname": "CashAndCashEquivalentsPeriodIncreaseDecrease", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDescriptionOfBusinessNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashAndCashEquivalentsPolicyTextBlock": { "auth_ref": [ "r18", "r111" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for cash and cash equivalents, including the policy for determining which items are treated as cash equivalents. Other information that may be disclosed includes (1) the nature of any restrictions on the entity's use of its cash and cash equivalents, (2) whether the entity's cash and cash equivalents are insured or expose the entity to credit risk, (3) the classification of any negative balance accounts (overdrafts), and (4) the carrying basis of cash equivalents (for example, at cost) and whether the carrying amount of cash equivalents approximates fair value.", "label": "Cash And Cash Equivalents Policy [Text Block]", "terseLabel": "Cash and Cash Equivalents" } } }, "localname": "CashAndCashEquivalentsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CashCashEquivalentsAndShortTermInvestments": { "auth_ref": [ "r40" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Cash includes currency on hand as well as demand deposits with banks or financial institutions. It also includes other kinds of accounts that have the general characteristics of demand deposits in that the customer may deposit additional funds at any time and effectively may withdraw funds at any time without prior notice or penalty. Cash equivalents, excluding items classified as marketable securities, include short-term, highly liquid Investments that are both readily convertible to known amounts of cash, and so near their maturity that they present minimal risk of changes in value because of changes in interest rates. Generally, only investments with original maturities of three months or less qualify under that definition. Original maturity means original maturity to the entity holding the investment. For example, both a three-month US Treasury bill and a three-year Treasury note purchased three months from maturity qualify as cash equivalents. However, a Treasury note purchased three years ago does not become a cash equivalent when its remaining maturity is three months. Short-term investments, exclusive of cash equivalents, generally consist of marketable securities intended to be sold within one year (or the normal operating cycle if longer) and may include trading securities, available-for-sale securities, or held-to-maturity securities (if maturing within one year), as applicable.", "label": "Cash Cash Equivalents And Short Term Investments", "positiveLabel": "Cash equivalents and short term investments", "terseLabel": "Cash, cash equivalents and short term investment" } } }, "localname": "CashCashEquivalentsAndShortTermInvestments", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDescriptionOfBusinessNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsScheduleOfCashEquivalentsAndShortTermInvestmentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations": { "auth_ref": [ "r102", "r110", "r116" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashScheduleOfReconciliationOfCashCashEquivalentsAndRestrictedCashDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash and cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; including, but not limited to, disposal group and discontinued operations. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Including Disposal Group And Discontinued Operations", "periodEndLabel": "Cash, cash equivalents and restricted cash, end of period", "periodStartLabel": "Cash, cash equivalents and restricted cash, beginning of period", "totalLabel": "Cash, cash equivalents and restricted cash" } } }, "localname": "CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashScheduleOfReconciliationOfCashCashEquivalentsAndRestrictedCashDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect": { "auth_ref": [ "r102", "r588" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in cash, cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; including effect from exchange rate change. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Period Increase Decrease Including Exchange Rate Effect", "totalLabel": "Net increase in cash, cash equivalents and restricted cash" } } }, "localname": "CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashEquivalentsAtCarryingValue": { "auth_ref": [ "r40" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.", "label": "Cash Equivalents At Carrying Value", "terseLabel": "Cash equivalents" } } }, "localname": "CashEquivalentsAtCarryingValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsAdditionalInformationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashFlowNoncashInvestingAndFinancingActivitiesDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Cash Flow Noncash Investing And Financing Activities Disclosure [Abstract]", "terseLabel": "Supplemental disclosures - non-cash activities:" } } }, "localname": "CashFlowNoncashInvestingAndFinancingActivitiesDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlowsParenthetical" ], "xbrltype": "stringItemType" }, "us-gaap_ChangeInAccountingPrincipleAccountingStandardsUpdateAdopted": { "auth_ref": [ "r0", "r1", "r132", "r133", "r135", "r217", "r218", "r223", "r224", "r225", "r226", "r227", "r276", "r458", "r459", "r460", "r498", "r541", "r542", "r543", "r573", "r575", "r576", "r577", "r580", "r581", "r603", "r622", "r665", "r666", "r720", "r721", "r779" ], "lang": { "en-us": { "role": { "documentation": "Indicates (true false) whether accounting standards update was adopted.", "label": "Change In Accounting Principle Accounting Standards Update Adopted", "terseLabel": "Change in accounting principle, accounting standards update, adopted" } } }, "localname": "ChangeInAccountingPrincipleAccountingStandardsUpdateAdopted", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRecentAccountingPronouncementsNarrativeDetails" ], "xbrltype": "booleanItemType" }, "us-gaap_ChangeInAccountingPrincipleAccountingStandardsUpdateAdoptionDate": { "auth_ref": [ "r0", "r1", "r132", "r133", "r143", "r217", "r218", "r223", "r224", "r225", "r226", "r227", "r276", "r458", "r459", "r460", "r498", "r541", "r542", "r543", "r544", "r547", "r573", "r575", "r576", "r577", "r580", "r581", "r603", "r622", "r665", "r666", "r720", "r721", "r779" ], "lang": { "en-us": { "role": { "documentation": "Date accounting standards update was adopted, in YYYY-MM-DD format.", "label": "Change In Accounting Principle Accounting Standards Update Adoption Date", "terseLabel": "Change in accounting principle, accounting standards update, adoption date" } } }, "localname": "ChangeInAccountingPrincipleAccountingStandardsUpdateAdoptionDate", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRecentAccountingPronouncementsNarrativeDetails" ], "xbrltype": "dateItemType" }, "us-gaap_ChangeInAccountingPrincipleAccountingStandardsUpdateImmaterialEffect": { "auth_ref": [ "r136", "r150", "r219", "r230", "r465", "r502" ], "lang": { "en-us": { "role": { "documentation": "Indicates (true false) whether effect from applying amendment to accounting standards is immaterial.", "label": "Change In Accounting Principle Accounting Standards Update Immaterial Effect", "terseLabel": "Change in accounting principle, accounting standards update, immaterial effect" } } }, "localname": "ChangeInAccountingPrincipleAccountingStandardsUpdateImmaterialEffect", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRecentAccountingPronouncementsNarrativeDetails" ], "xbrltype": "booleanItemType" }, "us-gaap_ClassOfStockDomain": { "auth_ref": [ "r121", "r124", "r154", "r155", "r156", "r158", "r160", "r165", "r166", "r167", "r222", "r277", "r281", "r282", "r283", "r286", "r287", "r329", "r330", "r334", "r338", "r572", "r776" ], "lang": { "en-us": { "role": { "documentation": "Share of stock differentiated by the voting rights the holder receives. Examples include, but are not limited to, common stock, redeemable preferred stock, nonredeemable preferred stock, and convertible stock.", "label": "Class Of Stock [Domain]", "terseLabel": "Class of Stock" } } }, "localname": "ClassOfStockDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesScheduleOfAntiDilutiveSecuritiesExcludedFromComputationOfDilutedWeightedAverageSharesOutstandingDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "us-gaap_ClassOfStockLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Class Of Stock [Line Items]", "terseLabel": "Class Of Stock [Line Items]" } } }, "localname": "ClassOfStockLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ClassOfWarrantOrRighstDateFromWhichWarrantsOrRightsExercisable": { "auth_ref": [ "r347" ], "lang": { "en-us": { "role": { "documentation": "Date the warrants or rights are exercisable, in YYYY-MM-DD format.", "label": "Class Of Warrant Or Righst Date From Which Warrants Or Rights Exercisable", "terseLabel": "Warrants exercise period date" } } }, "localname": "ClassOfWarrantOrRighstDateFromWhichWarrantsOrRightsExercisable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "dateItemType" }, "us-gaap_ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1": { "auth_ref": [ "r347" ], "lang": { "en-us": { "role": { "documentation": "Exercise price per share or per unit of warrants or rights outstanding.", "label": "Class Of Warrant Or Right Exercise Price Of Warrants Or Rights1", "terseLabel": "Class of warrant or right, exercise price of warrants or rights" } } }, "localname": "ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ClassOfWarrantOrRightNumberOfSecuritiesCalledByWarrantsOrRights": { "auth_ref": [ "r347" ], "lang": { "en-us": { "role": { "documentation": "Number of securities into which the class of warrant or right may be converted. For example, but not limited to, 500,000 warrants may be converted into 1,000,000 shares.", "label": "Class Of Warrant Or Right Number Of Securities Called By Warrants Or Rights", "verboseLabel": "Warrants issued" } } }, "localname": "ClassOfWarrantOrRightNumberOfSecuritiesCalledByWarrantsOrRights", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_CollaborativeArrangementMember": { "auth_ref": [ "r521" ], "lang": { "en-us": { "role": { "documentation": "Contractual arrangement that involves two or more parties that both: (i) actively participate in a joint operating activity and (ii) are exposed to significant risks and rewards that depend on the commercial success of the joint operating activity.", "label": "Collaborative Arrangement [Member]", "terseLabel": "Collaborative Arrangement [Member]" } } }, "localname": "CollaborativeArrangementMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CommitmentsAndContingencies": { "auth_ref": [ "r54", "r273", "r692", "r711" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10080.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Represents the caption on the face of the balance sheet to indicate that the entity has entered into (1) purchase or supply arrangements that will require expending a portion of its resources to meet the terms thereof, and (2) is exposed to potential losses or, less frequently, gains, arising from (a) possible claims against a company's resources due to future performance under contract terms, and (b) possible losses or likely gains from uncertainties that will ultimately be resolved when one or more future events that are deemed likely to occur do occur or fail to occur.", "label": "Commitments And Contingencies", "terseLabel": "Commitments and contingencies (Note 21)" } } }, "localname": "CommitmentsAndContingencies", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_CommitmentsAndContingenciesDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Commitments And Contingencies Disclosure [Abstract]" } } }, "localname": "CommitmentsAndContingenciesDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_CommitmentsAndContingenciesDisclosureTextBlock": { "auth_ref": [ "r270", "r271", "r272", "r274", "r751" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for commitments and contingencies.", "label": "Commitments And Contingencies Disclosure [Text Block]", "terseLabel": "Contingencies" } } }, "localname": "CommitmentsAndContingenciesDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureContingencies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CommonStockCapitalSharesReservedForFutureIssuance": { "auth_ref": [ "r57" ], "lang": { "en-us": { "role": { "documentation": "Aggregate number of common shares reserved for future issuance.", "label": "Common Stock Capital Shares Reserved For Future Issuance", "terseLabel": "Shares sold at the market, shares" } } }, "localname": "CommonStockCapitalSharesReservedForFutureIssuance", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockMember": { "auth_ref": [ "r132", "r133", "r550" ], "lang": { "en-us": { "role": { "documentation": "Stock that is subordinate to all other stock of the issuer.", "label": "Common Stock [Member]", "terseLabel": "Common Stock [Member]" } } }, "localname": "CommonStockMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "us-gaap_CommonStockParOrStatedValuePerShare": { "auth_ref": [ "r31" ], "lang": { "en-us": { "role": { "documentation": "Face amount or stated value per share of common stock.", "label": "Common Stock Par Or Stated Value Per Share", "terseLabel": "Common stock, par value" } } }, "localname": "CommonStockParOrStatedValuePerShare", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlowsParenthetical" ], "xbrltype": "perShareItemType" }, "us-gaap_CommonStockSharesAuthorized": { "auth_ref": [ "r31" ], "lang": { "en-us": { "role": { "documentation": "The maximum number of common shares permitted to be issued by an entity's charter and bylaws.", "label": "Common Stock Shares Authorized", "terseLabel": "Common stock, shares authorized" } } }, "localname": "CommonStockSharesAuthorized", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockSharesIssued": { "auth_ref": [ "r31" ], "lang": { "en-us": { "role": { "documentation": "Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury.", "label": "Common Stock Shares Issued", "terseLabel": "Common stock, shares issued" } } }, "localname": "CommonStockSharesIssued", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockValue": { "auth_ref": [ "r31", "r635" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10140.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity.", "label": "Common Stock Value", "terseLabel": "Common stock, par value $0.01 per share; 400,000,000 shares authorized; 256,897,910 shares and 196,090,980 shares issued at December 31, 2021 and 2020, respectively" } } }, "localname": "CommonStockValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_CompensationAndRetirementDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Compensation And Retirement Disclosure [Abstract]" } } }, "localname": "CompensationAndRetirementDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_ComputerEquipmentMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Long lived, depreciable assets that are used in the creation, maintenance and utilization of information systems.", "label": "Computer Equipment [Member]", "terseLabel": "Software and computer equipment [Member]" } } }, "localname": "ComputerEquipmentMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ConcentrationRiskBenchmarkDomain": { "auth_ref": [ "r174", "r175", "r207", "r569", "r570", "r750" ], "lang": { "en-us": { "role": { "documentation": "The denominator in a calculation of a disclosed concentration risk percentage.", "label": "Concentration Risk Benchmark [Domain]", "terseLabel": "Concentration Risk Benchmark" } } }, "localname": "ConcentrationRiskBenchmarkDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRevenueRecognitionNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ConcentrationRiskByBenchmarkAxis": { "auth_ref": [ "r174", "r175", "r207", "r569", "r570", "r732", "r750" ], "lang": { "en-us": { "role": { "documentation": "Information by benchmark of concentration risk.", "label": "Concentration Risk By Benchmark [Axis]", "terseLabel": "Concentration Risk Benchmark" } } }, "localname": "ConcentrationRiskByBenchmarkAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRevenueRecognitionNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskByTypeAxis": { "auth_ref": [ "r174", "r175", "r207", "r569", "r570", "r732", "r750" ], "lang": { "en-us": { "role": { "documentation": "Information by type of concentration risk, for example, but not limited to, asset, liability, net assets, geographic, customer, employees, supplier, lender.", "label": "Concentration Risk By Type [Axis]", "terseLabel": "Concentration Risk Type" } } }, "localname": "ConcentrationRiskByTypeAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRevenueRecognitionNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskDisclosureTextBlock": { "auth_ref": [ "r180" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for any concentrations existing at the date of the financial statements that make an entity vulnerable to a reasonably possible, near-term, severe impact. This disclosure informs financial statement users about the general nature of the risk associated with the concentration, and may indicate the percentage of concentration risk as of the balance sheet date.", "label": "Concentration Risk Disclosure [Text Block]", "terseLabel": "Concentrations of Credit Risk" } } }, "localname": "ConcentrationRiskDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ConcentrationRiskLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Concentration Risk [Line Items]", "terseLabel": "Concentration Risk [Line Items]" } } }, "localname": "ConcentrationRiskLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRevenueRecognitionNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskPercentage1": { "auth_ref": [ "r174", "r175", "r207", "r569", "r570" ], "lang": { "en-us": { "role": { "documentation": "For an entity that discloses a concentration risk in relation to quantitative amount, which serves as the \"benchmark\" (or denominator) in the equation, this concept represents the concentration percentage derived from the division.", "label": "Concentration Risk Percentage1", "terseLabel": "Concentration risk, percentage" } } }, "localname": "ConcentrationRiskPercentage1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRevenueRecognitionNarrativeDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ConcentrationRiskTable": { "auth_ref": [ "r172", "r174", "r175", "r176", "r569", "r571", "r750" ], "lang": { "en-us": { "role": { "documentation": "Describes the nature of a concentration, a benchmark to which it is compared, and the percentage that the risk is to the benchmark.", "label": "Concentration Risk [Table]", "terseLabel": "Concentration Risk [Table]" } } }, "localname": "ConcentrationRiskTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRevenueRecognitionNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskTypeDomain": { "auth_ref": [ "r174", "r175", "r207", "r569", "r570", "r750" ], "lang": { "en-us": { "role": { "documentation": "For an entity that discloses a concentration risk as a percentage of some financial balance or benchmark, identifies the type (for example, asset, liability, net assets, geographic, customer, employees, supplier, lender) of the concentration.", "label": "Concentration Risk Type [Domain]", "terseLabel": "Concentration Risk Type" } } }, "localname": "ConcentrationRiskTypeDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRevenueRecognitionNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ConsolidationPolicyTextBlock": { "auth_ref": [ "r118", "r528" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy regarding (1) the principles it follows in consolidating or combining the separate financial statements, including the principles followed in determining the inclusion or exclusion of subsidiaries or other entities in the consolidated or combined financial statements and (2) its treatment of interests (for example, common stock, a partnership interest or other means of exerting influence) in other entities, for example consolidation or use of the equity or cost methods of accounting. The accounting policy may also address the accounting treatment for intercompany accounts and transactions, noncontrolling interest, and the income statement treatment in consolidation for issuances of stock by a subsidiary.", "label": "Consolidation Policy [Text Block]", "terseLabel": "Basis of Presentation and Principles of Consolidation" } } }, "localname": "ConsolidationPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ContingentConsiderationByTypeAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by type of contingent consideration.", "label": "Contingent Consideration By Type [Axis]", "terseLabel": "Contingent Consideration by Type" } } }, "localname": "ContingentConsiderationByTypeAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ContingentConsiderationTypeDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Description of contingent payment arrangement.", "label": "Contingent Consideration Type [Domain]", "terseLabel": "Contingent Consideration Type" } } }, "localname": "ContingentConsiderationTypeDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ContractWithCustomerAssetAndLiabilityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Contract With Customer Asset And Liability [Abstract]" } } }, "localname": "ContractWithCustomerAssetAndLiabilityAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_ContractWithCustomerAssetAndLiabilityTableTextBlock": { "auth_ref": [ "r362" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of receivable, contract asset, and contract liability from contract with customer. Includes, but is not limited to, change in contract asset and contract liability.", "label": "Contract With Customer Asset And Liability Table [Text Block]", "terseLabel": "Schedule of Information about Contract Assets and Contract Liabilities from Contracts with Customers" } } }, "localname": "ContractWithCustomerAssetAndLiabilityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ContractWithCustomerBasisOfPricingAxis": { "auth_ref": [ "r381", "r388" ], "lang": { "en-us": { "role": { "documentation": "Information by basis of pricing for contract representing right to consideration in exchange for good or service transferred to customer.", "label": "Contract With Customer Basis Of Pricing [Axis]", "terseLabel": "Contract with Customer, Basis of Pricing" } } }, "localname": "ContractWithCustomerBasisOfPricingAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ContractWithCustomerBasisOfPricingDomain": { "auth_ref": [ "r381", "r388" ], "lang": { "en-us": { "role": { "documentation": "Basis of pricing for contract with customer. Includes, but is not limited to, fixed-price and time-and-materials contracts.", "label": "Contract With Customer Basis Of Pricing [Domain]", "terseLabel": "Contract with Customer, Basis of Pricing" } } }, "localname": "ContractWithCustomerBasisOfPricingDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ContractWithCustomerDurationAxis": { "auth_ref": [ "r381", "r389" ], "lang": { "en-us": { "role": { "documentation": "Information by duration of contract with customer. Includes, but is not limited to, short-term and long-term contracts.", "label": "Contract With Customer Duration [Axis]", "terseLabel": "Contract with Customer, Duration" } } }, "localname": "ContractWithCustomerDurationAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ContractWithCustomerDurationDomain": { "auth_ref": [ "r381", "r389" ], "lang": { "en-us": { "role": { "documentation": "Duration of contract with customer. Includes, but is not limited to, short-term and long-term contracts.", "label": "Contract With Customer Duration [Domain]", "terseLabel": "Contract with Customer, Duration" } } }, "localname": "ContractWithCustomerDurationDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ContractWithCustomerLiability": { "auth_ref": [ "r360", "r361", "r382" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of obligation to transfer good or service to customer for which consideration has been received or is receivable.", "label": "Contract With Customer Liability", "periodEndLabel": "Deferred revenue, Ending Balance", "periodStartLabel": "Deferred revenue, Beginning Balance" } } }, "localname": "ContractWithCustomerLiability", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersScheduleOfInformationAboutContractAssetsAndContractLiabilitiesFromContractsWithCustomersDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ContractWithCustomerLiabilityCurrent": { "auth_ref": [ "r360", "r361", "r382" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10200.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of obligation to transfer good or service to customer for which consideration has been received or is receivable, classified as current.", "label": "Contract With Customer Liability Current", "terseLabel": "Current portion, deferred revenue" } } }, "localname": "ContractWithCustomerLiabilityCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_ContractWithCustomerLiabilityNoncurrent": { "auth_ref": [ "r360", "r361", "r382" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10040.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of obligation to transfer good or service to customer for which consideration has been received or is receivable, classified as noncurrent.", "label": "Contract With Customer Liability Noncurrent", "terseLabel": "Deferred revenue, net of current portion" } } }, "localname": "ContractWithCustomerLiabilityNoncurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_ContractWithCustomerLiabilityRevenueRecognized": { "auth_ref": [ "r383" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of revenue recognized that was previously included in balance of obligation to transfer good or service to customer for which consideration from customer has been received or is due.", "label": "Contract With Customer Liability Revenue Recognized", "negatedLabel": "Deferred revenue, Deductions", "terseLabel": "Contract with customer, liability, revenue recognized" } } }, "localname": "ContractWithCustomerLiabilityRevenueRecognized", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersScheduleOfInformationAboutContractAssetsAndContractLiabilitiesFromContractsWithCustomersDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ConversionOfStockAmountConverted1": { "auth_ref": [ "r113", "r114", "r115" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The value of the stock converted in a noncash (or part noncash) transaction. Noncash is defined as transactions during a period that do not result in cash receipts or cash payments in the period. \"Part noncash\" refers to that portion of the transaction not resulting in cash receipts or cash payments in the period.", "label": "Conversion Of Stock Amount Converted1", "terseLabel": "Conversion of series C-1 convertible preferred stock to common stock, $0.01 par value" } } }, "localname": "ConversionOfStockAmountConverted1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ConvertiblePreferredStockSharesIssuedUponConversion": { "auth_ref": [ "r29", "r30", "r341", "r347", "r351" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued for each share of convertible preferred stock that is converted.", "label": "Convertible Preferred Stock Shares Issued Upon Conversion", "terseLabel": "Common stock issued upon conversion of each convertible preferred stock" } } }, "localname": "ConvertiblePreferredStockSharesIssuedUponConversion", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_CostOfGoodsAndServicesSold": { "auth_ref": [ "r87", "r663" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate costs related to goods produced and sold and services rendered by an entity during the reporting period. This excludes costs incurred during the reporting period related to financial services rendered and other revenue generating activities.", "label": "Cost Of Goods And Services Sold", "terseLabel": "License costs" } } }, "localname": "CostOfGoodsAndServicesSold", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CostOfRevenue": { "auth_ref": [ "r88", "r124", "r222", "r277", "r278", "r279", "r281", "r282", "r283", "r284", "r285", "r286", "r287", "r572" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10130.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate cost of goods produced and sold and services rendered during the reporting period.", "label": "Cost Of Revenue", "negatedLabel": "Cost of service revenue" } } }, "localname": "CostOfRevenue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_CustomerConcentrationRiskMember": { "auth_ref": [ "r173", "r207" ], "lang": { "en-us": { "role": { "documentation": "Reflects the percentage that revenues in the period from one or more significant customers is to net revenues, as defined by the entity, such as total net revenues, product line revenues, segment revenues. The risk is the materially adverse effects of loss of a significant customer.", "label": "Customer Concentration Risk [Member]", "terseLabel": "Customer Concentration Risk [Member]" } } }, "localname": "CustomerConcentrationRiskMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRevenueRecognitionNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_DebtDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Debt Disclosure [Abstract]" } } }, "localname": "DebtDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_DebtDisclosureTextBlock": { "auth_ref": [ "r120", "r295", "r296", "r297", "r298", "r299", "r300", "r301", "r306", "r313", "r314", "r316", "r324" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.", "label": "Debt Disclosure [Text Block]", "terseLabel": "Debt" } } }, "localname": "DebtDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebt" ], "xbrltype": "textBlockItemType" }, "us-gaap_DebtInstrumentAxis": { "auth_ref": [ "r21", "r23", "r24", "r123", "r130", "r289", "r290", "r291", "r292", "r293", "r294", "r296", "r302", "r303", "r304", "r305", "r307", "r308", "r309", "r310", "r311", "r312", "r318", "r319", "r320", "r321", "r600", "r684", "r686", "r699" ], "lang": { "en-us": { "role": { "documentation": "Information by type of debt instrument, including, but not limited to, draws against credit facilities.", "label": "Debt Instrument [Axis]", "terseLabel": "Debt Instrument" } } }, "localname": "DebtInstrumentAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentCarryingAmount": { "auth_ref": [ "r24", "r317", "r686", "r699" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, before unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but is not limited to, notes payable, bonds payable, commercial loans, mortgage loans, convertible debt, subordinated debt and other types of debt.", "label": "Debt Instrument Carrying Amount", "terseLabel": "Long-term Debt, Gross", "verboseLabel": "Principal amount of outstanding debt" } } }, "localname": "DebtInstrumentCarryingAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesFairValueOfFinancialInstrumentsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentFaceAmount": { "auth_ref": [ "r289", "r318", "r319", "r599", "r600", "r601" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Face (par) amount of debt instrument at time of issuance.", "label": "Debt Instrument Face Amount", "terseLabel": "Debt instrument, face amount" } } }, "localname": "DebtInstrumentFaceAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentFairValue": { "auth_ref": [ "r304", "r318", "r319", "r566" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Fair value portion of debt instrument payable, including, but not limited to, notes payable and loans payable.", "label": "Debt Instrument Fair Value", "terseLabel": "Debt Instrument, Fair Value Disclosure" } } }, "localname": "DebtInstrumentFairValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentInterestRateStatedPercentage": { "auth_ref": [ "r50", "r290" ], "lang": { "en-us": { "role": { "documentation": "Contractual interest rate for funds borrowed, under the debt agreement.", "label": "Debt Instrument Interest Rate Stated Percentage", "terseLabel": "Debt instrument, interest rate, stated percentage" } } }, "localname": "DebtInstrumentInterestRateStatedPercentage", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "percentItemType" }, "us-gaap_DebtInstrumentLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Debt Instrument [Line Items]", "terseLabel": "Debt Instrument [Line Items]" } } }, "localname": "DebtInstrumentLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentMaturityDate": { "auth_ref": [ "r51", "r292", "r557" ], "lang": { "en-us": { "role": { "documentation": "Date when the debt instrument is scheduled to be fully repaid, in YYYY-MM-DD format.", "label": "Debt Instrument Maturity Date", "terseLabel": "Debt instrument, maturity date" } } }, "localname": "DebtInstrumentMaturityDate", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "dateItemType" }, "us-gaap_DebtInstrumentNameDomain": { "auth_ref": [ "r52", "r123", "r130", "r289", "r290", "r291", "r292", "r293", "r294", "r296", "r302", "r303", "r304", "r305", "r307", "r308", "r309", "r310", "r311", "r312", "r318", "r319", "r320", "r321", "r600" ], "lang": { "en-us": { "role": { "documentation": "The name for the particular debt instrument or borrowing that distinguishes it from other debt instruments or borrowings, including draws against credit facilities.", "label": "Debt Instrument Name [Domain]", "terseLabel": "Debt Instrument, Name" } } }, "localname": "DebtInstrumentNameDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_DebtInstrumentTable": { "auth_ref": [ "r52", "r123", "r130", "r289", "r290", "r291", "r292", "r293", "r294", "r296", "r302", "r303", "r304", "r305", "r307", "r308", "r309", "r310", "r311", "r312", "r315", "r318", "r319", "r320", "r321", "r347", "r352", "r353", "r354", "r598", "r599", "r600", "r601", "r697" ], "lang": { "en-us": { "role": { "documentation": "A table or schedule providing information pertaining to long-term debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the company, if longer.", "label": "Debt Instrument [Table]", "terseLabel": "Debt Instrument [Table]" } } }, "localname": "DebtInstrumentTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DeferredCompensationArrangementWithIndividualMaximumContractualTerm1": { "auth_ref": [ "r394", "r426" ], "lang": { "en-us": { "role": { "documentation": "Maximum term of the deferred compensation arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Deferred Compensation Arrangement With Individual Maximum Contractual Term1", "terseLabel": "Deferred Compensation Arrangement with Individual, Maximum Contractual Term" } } }, "localname": "DeferredCompensationArrangementWithIndividualMaximumContractualTerm1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_DeferredCompensationArrangementWithIndividualShareBasedPaymentsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Deferred Compensation Arrangement With Individual Share Based Payments [Line Items]", "terseLabel": "Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]" } } }, "localname": "DeferredCompensationArrangementWithIndividualShareBasedPaymentsLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DeferredCompensationArrangementWithIndividualSharesIssued": { "auth_ref": [ "r456" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued pursuant to the terms of a deferred compensation arrangement.", "label": "Deferred Compensation Arrangement With Individual Shares Issued", "terseLabel": "Shares issued under Director Deferred Compensation Plan" } } }, "localname": "DeferredCompensationArrangementWithIndividualSharesIssued", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_DeferredIncomeTaxLiabilities": { "auth_ref": [ "r26", "r27", "r487", "r685", "r698" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10020.0, "parentTag": "us-gaap_DeferredTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences.", "label": "Deferred Income Tax Liabilities", "negatedTotalLabel": "Deferred tax liabilities" } } }, "localname": "DeferredIncomeTaxLiabilities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredRevenueArrangementByTypeTable": { "auth_ref": [ "r15" ], "lang": { "en-us": { "role": { "documentation": "Schedule of deferred revenue disclosure which includes the type of arrangements and the corresponding amount that comprise the current and noncurrent balance of deferred revenue as of the balance sheet date.", "label": "Deferred Revenue Arrangement By Type [Table]", "terseLabel": "Deferred Revenue Arrangement By Type [Table]" } } }, "localname": "DeferredRevenueArrangementByTypeTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DeferredRevenueArrangementLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Deferred Revenue Arrangement [Line Items]", "terseLabel": "Deferred Revenue Arrangement [Line Items]" } } }, "localname": "DeferredRevenueArrangementLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DeferredRevenueDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Deferred Revenue Disclosure [Abstract]" } } }, "localname": "DeferredRevenueDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_DeferredTaxAssetsDeferredIncome": { "auth_ref": [ "r495", "r496" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10140.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from deferred income.", "label": "Deferred Tax Assets Deferred Income", "terseLabel": "Deferred Revenue" } } }, "localname": "DeferredTaxAssetsDeferredIncome", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsGoodwillAndIntangibleAssets": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10120.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from intangible assets including goodwill.", "label": "Deferred Tax Assets Goodwill And Intangible Assets", "terseLabel": "Intangible Assets" } } }, "localname": "DeferredTaxAssetsGoodwillAndIntangibleAssets", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsGross": { "auth_ref": [ "r488" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10060.0, "parentTag": "us-gaap_DeferredTaxAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards.", "label": "Deferred Tax Assets Gross", "totalLabel": "Total deferred tax assets" } } }, "localname": "DeferredTaxAssetsGross", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsNet": { "auth_ref": [ "r490" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10010.0, "parentTag": "us-gaap_DeferredTaxLiabilities", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards.", "label": "Deferred Tax Assets Net", "totalLabel": "Net deferred tax assets" } } }, "localname": "DeferredTaxAssetsNet", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsOperatingLossCarryforwardsForeign": { "auth_ref": [ "r495", "r496" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10090.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible foreign operating loss carryforwards.", "label": "Deferred Tax Assets Operating Loss Carryforwards Foreign", "terseLabel": "Foreign net operating loss carryforwards" } } }, "localname": "DeferredTaxAssetsOperatingLossCarryforwardsForeign", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsOperatingLossCarryforwardsNotSubjectToExpiration": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible operating loss carryforwards that are not subject to expiration dates.", "label": "Deferred Tax Assets Operating Loss Carryforwards Not Subject To Expiration", "terseLabel": "Operating loss carryforwards that do not expire" } } }, "localname": "DeferredTaxAssetsOperatingLossCarryforwardsNotSubjectToExpiration", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsOther": { "auth_ref": [ "r495", "r496" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10160.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, before allocation of valuation allowance, of deferred tax asset attributable to deductible temporary differences, classified as other.", "label": "Deferred Tax Assets Other", "terseLabel": "Other" } } }, "localname": "DeferredTaxAssetsOther", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsTaxCreditCarryforwardsResearch": { "auth_ref": [ "r493", "r495", "r496" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10100.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible research tax credit carryforwards.", "label": "Deferred Tax Assets Tax Credit Carryforwards Research", "terseLabel": "Research and development tax credits" } } }, "localname": "DeferredTaxAssetsTaxCreditCarryforwardsResearch", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsTaxDeferredExpenseCompensationAndBenefitsShareBasedCompensationCost": { "auth_ref": [ "r495", "r496" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10110.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from share-based compensation.", "label": "Deferred Tax Assets Tax Deferred Expense Compensation And Benefits Share Based Compensation Cost", "verboseLabel": "Share-based compensation" } } }, "localname": "DeferredTaxAssetsTaxDeferredExpenseCompensationAndBenefitsShareBasedCompensationCost", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsValuationAllowance": { "auth_ref": [ "r489" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10070.0, "parentTag": "us-gaap_DeferredTaxAssetsNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax assets for which it is more likely than not that a tax benefit will not be realized.", "label": "Deferred Tax Assets Valuation Allowance", "negatedLabel": "Less: valuation allowance" } } }, "localname": "DeferredTaxAssetsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilities": { "auth_ref": [ "r477", "r490" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, after deferred tax asset, of deferred tax liability attributable to taxable differences without jurisdictional netting.", "label": "Deferred Tax Liabilities", "negatedTotalLabel": "Net deferred tax liability" } } }, "localname": "DeferredTaxLiabilities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesOther": { "auth_ref": [ "r495", "r496" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails": { "order": 10050.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences classified as other.", "label": "Deferred Tax Liabilities Other", "negatedLabel": "Other" } } }, "localname": "DeferredTaxLiabilitiesOther", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesDeferredTaxAssetsAndDeferredTaxLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DefinedContributionPlanCostRecognized": { "auth_ref": [ "r415" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cost for defined contribution plan.", "label": "Defined Contribution Plan Cost Recognized", "terseLabel": "Expensed plan contributions" } } }, "localname": "DefinedContributionPlanCostRecognized", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBenefitPlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DefinedContributionPlanEmployerDiscretionaryContributionAmount": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of discretionary contributions made by an employer to a defined contribution plan.", "label": "Defined Contribution Plan Employer Discretionary Contribution Amount", "terseLabel": "Defined Contribution Plan, Employer Discretionary Contribution Amount" } } }, "localname": "DefinedContributionPlanEmployerDiscretionaryContributionAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBenefitPlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_Depreciation": { "auth_ref": [ "r108", "r262" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of expense recognized in the current period that reflects the allocation of the cost of tangible assets over the assets' useful lives. Includes production and non-production related depreciation.", "label": "Depreciation", "terseLabel": "Depreciation" } } }, "localname": "Depreciation", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPropertyPlantAndEquipmentNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DepreciationAndAmortization": { "auth_ref": [ "r108", "r262" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10180.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The current period expense charged against earnings on long-lived, physical assets not used in production, and which are not intended for resale, to allocate or recognize the cost of such assets over their useful lives; or to record the reduction in book value of an intangible asset over the benefit period of such asset; or to reflect consumption during the period of an asset that is not used in production.", "label": "Depreciation And Amortization", "terseLabel": "Depreciation and amortization" } } }, "localname": "DepreciationAndAmortization", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_DisaggregationOfRevenueLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Disaggregation Of Revenue [Line Items]", "terseLabel": "Disaggregation Of Revenue [Line Items]" } } }, "localname": "DisaggregationOfRevenueLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DisaggregationOfRevenueTable": { "auth_ref": [ "r381", "r385", "r386", "r387", "r388", "r389", "r390", "r391" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about disaggregation of revenue into categories depicting how nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factor.", "label": "Disaggregation Of Revenue [Table]", "terseLabel": "Disaggregation Of Revenue [Table]" } } }, "localname": "DisaggregationOfRevenueTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DisaggregationOfRevenueTableTextBlock": { "auth_ref": [ "r381" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of disaggregation of revenue into categories depicting how nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factor.", "label": "Disaggregation Of Revenue Table [Text Block]", "terseLabel": "Summary of Disaggregation of Revenue" } } }, "localname": "DisaggregationOfRevenueTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock": { "auth_ref": [ "r470" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for share-based payment arrangement.", "label": "Disclosure Of Compensation Related Costs Share Based Payments [Text Block]", "terseLabel": "Share-Based Compensation Plans" } } }, "localname": "DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlans" ], "xbrltype": "textBlockItemType" }, "us-gaap_EarningsPerShareBasicAndDiluted": { "auth_ref": [ "r159" ], "lang": { "en-us": { "role": { "documentation": "The amount of net income or loss for the period per each share in instances when basic and diluted earnings per share are the same amount and reported as a single line item on the face of the financial statements. Basic earnings per share is the amount of net income or loss for the period per each share of common stock or unit outstanding during the reporting period. Diluted earnings per share includes the amount of net income or loss for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.", "label": "Earnings Per Share Basic And Diluted", "terseLabel": "Basic and diluted net loss attributable to Agenus Inc. common stockholders" } } }, "localname": "EarningsPerShareBasicAndDiluted", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "perShareItemType" }, "us-gaap_EarningsPerShareBasicAndDilutedAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Earnings Per Share Basic And Diluted [Abstract]", "terseLabel": "Per common share data:" } } }, "localname": "EarningsPerShareBasicAndDilutedAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "stringItemType" }, "us-gaap_EarningsPerShareBasicAndDilutedOtherDisclosuresAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Earnings Per Share Basic And Diluted Other Disclosures [Abstract]", "terseLabel": "Weighted average number of Agenus Inc. common shares outstanding:" } } }, "localname": "EarningsPerShareBasicAndDilutedOtherDisclosuresAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "stringItemType" }, "us-gaap_EarningsPerSharePolicyTextBlock": { "auth_ref": [ "r161", "r162" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for computing basic and diluted earnings or loss per share for each class of common stock and participating security. Addresses all significant policy factors, including any antidilutive items that have been excluded from the computation and takes into account stock dividends, splits and reverse splits that occur after the balance sheet date of the latest reporting period but before the issuance of the financial statements.", "label": "Earnings Per Share Policy [Text Block]", "terseLabel": "Net Loss Per Share" } } }, "localname": "EarningsPerSharePolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_EffectOfExchangeRateOnCashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations": { "auth_ref": [ "r588" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10040.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) from effect of exchange rate changes on cash and cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; held in foreign currencies; including, but not limited to, disposal group and discontinued operations. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Effect Of Exchange Rate On Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Including Disposal Group And Discontinued Operations", "terseLabel": "Effect of exchange rate changes on cash" } } }, "localname": "EffectOfExchangeRateOnCashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate": { "auth_ref": [ "r125", "r479", "r505" ], "lang": { "en-us": { "role": { "documentation": "Percentage of domestic federal statutory tax rate applicable to pretax income (loss).", "label": "Effective Income Tax Rate Reconciliation At Federal Statutory Income Tax Rate", "terseLabel": "Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate" } } }, "localname": "EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]", "terseLabel": "Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]" } } }, "localname": "EmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfShareBasedCompensationExpenseDetails" ], "xbrltype": "stringItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedPeriodForRecognition1": { "auth_ref": [ "r455" ], "lang": { "en-us": { "role": { "documentation": "Weighted-average period over which cost not yet recognized is expected to be recognized for award under share-based payment arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Employee Service Share Based Compensation Nonvested Awards Total Compensation Cost Not Yet Recognized Period For Recognition1", "terseLabel": "Unrecognized share-based compensation expense, weighted average period" } } }, "localname": "EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedPeriodForRecognition1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedShareBasedAwardsOtherThanOptions": { "auth_ref": [ "r455" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cost to be recognized for nonvested award under share-based payment arrangement. Excludes share and unit options.", "label": "Employee Service Share Based Compensation Nonvested Awards Total Compensation Cost Not Yet Recognized Share Based Awards Other Than Options", "terseLabel": "Unrecognized share-based compensation expense" } } }, "localname": "EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedShareBasedAwardsOtherThanOptions", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedStockOptions": { "auth_ref": [ "r455" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cost to be recognized for option under share-based payment arrangement.", "label": "Employee Service Share Based Compensation Nonvested Awards Total Compensation Cost Not Yet Recognized Stock Options", "terseLabel": "Unrecognized share-based compensation expense" } } }, "localname": "EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedStockOptions", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_EmployeeStockOptionMember": { "auth_ref": [ "r452" ], "lang": { "en-us": { "role": { "documentation": "Share-based payment arrangement granting right, subject to vesting and other restrictions, to purchase or sell certain number of shares at predetermined price for specified period of time.", "label": "Employee Stock Option [Member]", "terseLabel": "Stock Options [Member]" } } }, "localname": "EmployeeStockOptionMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesScheduleOfAntiDilutiveSecuritiesExcludedFromComputationOfDilutedWeightedAverageSharesOutstandingDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Equity [Abstract]" } } }, "localname": "EquityAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_EquityComponentDomain": { "auth_ref": [ "r2", "r79", "r80", "r81", "r132", "r133", "r134", "r137", "r146", "r149", "r164", "r229", "r346", "r355", "r462", "r463", "r464", "r500", "r501", "r550", "r590", "r591", "r592", "r593", "r594", "r596", "r722", "r723", "r724", "r783" ], "lang": { "en-us": { "role": { "documentation": "Components of equity are the parts of the total Equity balance including that which is allocated to common, preferred, treasury stock, retained earnings, etc.", "label": "Equity Component [Domain]", "terseLabel": "Equity Component" } } }, "localname": "EquityComponentDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "us-gaap_EquityMethodInvestmentOwnershipPercentage": { "auth_ref": [ "r221" ], "lang": { "en-us": { "role": { "documentation": "The percentage of ownership of common stock or equity participation in the investee accounted for under the equity method of accounting.", "label": "Equity Method Investment Ownership Percentage", "terseLabel": "Percentage of equity interest" } } }, "localname": "EquityMethodInvestmentOwnershipPercentage", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EstimateOfFairValueFairValueDisclosureMember": { "auth_ref": [ "r304", "r318", "r319", "r566" ], "lang": { "en-us": { "role": { "documentation": "Measured as an estimate of fair value.", "label": "Estimate Of Fair Value Fair Value Disclosure [Member]", "terseLabel": "Estimated Fair Value [Member]" } } }, "localname": "EstimateOfFairValueFairValueDisclosureMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsScheduleOfCashEquivalentsAndShortTermInvestmentsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]", "terseLabel": "Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]" } } }, "localname": "FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisTable": { "auth_ref": [ "r553", "r554", "r555", "r561" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about asset and liability measured at fair value on recurring and nonrecurring basis.", "label": "Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Table]", "terseLabel": "Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Table]" } } }, "localname": "FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisValuationTechniquesTableTextBlock": { "auth_ref": [ "r556" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of input and valuation technique used to measure fair value and change in valuation approach and technique for each separate class of asset and liability measured on recurring and nonrecurring basis.", "label": "Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques Table [Text Block]", "terseLabel": "Schedule of Weighted Average Values of Contingent Purchase Milestones and Credit Spread" } } }, "localname": "FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisValuationTechniquesTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueAssetsLevel1ToLevel2TransfersAmount": { "auth_ref": [ "r555" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of transfers of assets measured on a recurring basis out of Level 1 of the fair value hierarchy into Level 2.", "label": "Fair Value Assets Level1 To Level2 Transfers Amount", "terseLabel": "Fair value of transfers into or out of Levels 1 and 2" } } }, "localname": "FairValueAssetsLevel1ToLevel2TransfersAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FairValueBalanceSheetGroupingFinancialStatementCaptionsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]", "terseLabel": "Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]" } } }, "localname": "FairValueBalanceSheetGroupingFinancialStatementCaptionsLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueUsingSignificantUnobservableInputsDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfWeightedAverageValuesOfContingentPurchaseMilestonesAndCreditSpreadDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByBalanceSheetGroupingTable": { "auth_ref": [ "r553", "r567", "r568" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about the fair value of financial instruments, including financial assets and financial liabilities, and the measurements of those instruments, assets, and liabilities.", "label": "Fair Value By Balance Sheet Grouping [Table]", "terseLabel": "Fair Value By Balance Sheet Grouping [Table]" } } }, "localname": "FairValueByBalanceSheetGroupingTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueUsingSignificantUnobservableInputsDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfWeightedAverageValuesOfContingentPurchaseMilestonesAndCreditSpreadDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByFairValueHierarchyLevelAxis": { "auth_ref": [ "r304", "r318", "r319", "r397", "r399", "r400", "r401", "r402", "r403", "r404", "r412", "r554", "r636", "r637", "r638" ], "lang": { "en-us": { "role": { "documentation": "Information by level within fair value hierarchy and fair value measured at net asset value per share as practical expedient.", "label": "Fair Value By Fair Value Hierarchy Level [Axis]", "terseLabel": "Fair Value Hierarchy and NAV" } } }, "localname": "FairValueByFairValueHierarchyLevelAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueUsingSignificantUnobservableInputsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByLiabilityClassAxis": { "auth_ref": [ "r560", "r561" ], "lang": { "en-us": { "role": { "documentation": "Information by class of liability.", "label": "Fair Value By Liability Class [Axis]", "terseLabel": "Liability Class" } } }, "localname": "FairValueByLiabilityClassAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueUsingSignificantUnobservableInputsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByMeasurementBasisAxis": { "auth_ref": [ "r304", "r318", "r319", "r553", "r562" ], "lang": { "en-us": { "role": { "documentation": "Information by measurement basis.", "label": "Fair Value By Measurement Basis [Axis]", "terseLabel": "Measurement Basis" } } }, "localname": "FairValueByMeasurementBasisAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsScheduleOfCashEquivalentsAndShortTermInvestmentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueDisclosureItemAmountsDomain": { "auth_ref": [ "r304", "r318", "r319" ], "lang": { "en-us": { "role": { "documentation": "Measurement basis, for example, but not limited to, reported value, fair value, portion at fair value, portion at other than fair value.", "label": "Fair Value Disclosure Item Amounts [Domain]", "terseLabel": "Fair Value Measurement" } } }, "localname": "FairValueDisclosureItemAmountsDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsScheduleOfCashEquivalentsAndShortTermInvestmentsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueDisclosuresAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Fair Value Disclosures [Abstract]" } } }, "localname": "FairValueDisclosuresAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_FairValueDisclosuresTextBlock": { "auth_ref": [ "r560" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.", "label": "Fair Value Disclosures [Text Block]", "terseLabel": "Fair Value Measurements" } } }, "localname": "FairValueDisclosuresTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurements" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueInputsLevel1Member": { "auth_ref": [ "r304", "r397", "r399", "r404", "r412", "r554", "r636" ], "lang": { "en-us": { "role": { "documentation": "Quoted prices in active markets for identical assets or liabilities that the reporting entity can access at the measurement date.", "label": "Fair Value Inputs Level1 [Member]", "terseLabel": "Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]" } } }, "localname": "FairValueInputsLevel1Member", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueInputsLevel2Member": { "auth_ref": [ "r304", "r318", "r319", "r397", "r399", "r404", "r412", "r554", "r637" ], "lang": { "en-us": { "role": { "documentation": "Inputs other than quoted prices included within level 1 that are observable for an asset or liability, either directly or indirectly, including, but not limited to, quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in inactive markets.", "label": "Fair Value Inputs Level2 [Member]", "terseLabel": "Level 2 [Member]", "verboseLabel": "Significant Other Observable Inputs (Level 2) [Member]" } } }, "localname": "FairValueInputsLevel2Member", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueInputsLevel3Member": { "auth_ref": [ "r304", "r318", "r319", "r397", "r399", "r400", "r401", "r402", "r403", "r404", "r412", "r554", "r638" ], "lang": { "en-us": { "role": { "documentation": "Unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value Inputs Level3 [Member]", "terseLabel": "Significant Unobservable Inputs (Level 3) [Member]" } } }, "localname": "FairValueInputsLevel3Member", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueUsingSignificantUnobservableInputsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueLiabilitiesMeasuredOnRecurringBasisTextBlock": { "auth_ref": [ "r553", "r554" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of liabilities, including [financial] instruments measured at fair value that are classified in stockholders' equity, if any, by class that are measured at fair value on a recurring basis. The disclosures contemplated herein include the fair value measurements at the reporting date by the level within the fair value hierarchy in which the fair value measurements in their entirety fall, segregating fair value measurements using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3). Where the quoted price in an active market for the identical liability is not available, the Level 1 input is the quoted price of an identical liability when traded as an asset.", "label": "Fair Value Liabilities Measured On Recurring Basis [Text Block]", "terseLabel": "Schedule of Liabilities Measured at Fair Value" } } }, "localname": "FairValueLiabilitiesMeasuredOnRecurringBasisTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationByLiabilityClassDomain": { "auth_ref": [ "r558" ], "lang": { "en-us": { "role": { "documentation": "Represents classes of liabilities measured and disclosed at fair value.", "label": "Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation By Liability Class [Domain]", "terseLabel": "Fair Value by Liability Class" } } }, "localname": "FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationByLiabilityClassDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueUsingSignificantUnobservableInputsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock": { "auth_ref": [ "r558", "r561" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the fair value measurement of liabilities using significant unobservable inputs (Level 3), a reconciliation of the beginning and ending balances, separately presenting changes attributable to the following: (1) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings (or changes in net assets), and gains or losses recognized in other comprehensive income (loss) and a description of where those gains or losses included in earnings (or changes in net assets) are reported in the statement of income (or activities); (2) purchases, sales, issues, and settlements (each type disclosed separately); and (3) transfers in and transfers out of Level 3 (for example, transfers due to changes in the observability of significant inputs) by class of liability.", "label": "Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Text Block]", "terseLabel": "Schedule of Liabilities Measured at Fair Value Using Significant Unobservable Inputs" } } }, "localname": "FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityGainLossIncludedInEarnings": { "auth_ref": [ "r559" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10160.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of gain (loss) recognized in income from liability measured at fair value on recurring basis using unobservable input (level 3).", "label": "Fair Value Measurement With Unobservable Inputs Reconciliation Recurring Basis Liability Gain Loss Included In Earnings", "terseLabel": "Contingent purchase price consideration fair value adjustment" } } }, "localname": "FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityGainLossIncludedInEarnings", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityPeriodIncreaseDecrease": { "auth_ref": [ "r558" ], "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) of financial instrument classified as a liability measured using unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value Measurement With Unobservable Inputs Reconciliation Recurring Basis Liability Period Increase Decrease", "terseLabel": "Change in fair value of consideration during the period" } } }, "localname": "FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityPeriodIncreaseDecrease", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueUsingSignificantUnobservableInputsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FairValueMeasurementWithUnobservableInputsReconciliationsRecurringBasisLiabilityValue": { "auth_ref": [ "r558" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Fair value of financial instrument classified as a liability measured using unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value Measurement With Unobservable Inputs Reconciliations Recurring Basis Liability Value", "periodEndLabel": "Balance, end of period", "periodStartLabel": "Balance, beginning of period" } } }, "localname": "FairValueMeasurementWithUnobservableInputsReconciliationsRecurringBasisLiabilityValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueUsingSignificantUnobservableInputsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FairValueMeasurementsFairValueHierarchyDomain": { "auth_ref": [ "r304", "r318", "r319", "r397", "r399", "r400", "r401", "r402", "r403", "r404", "r412", "r636", "r637", "r638" ], "lang": { "en-us": { "role": { "documentation": "Categories used to prioritize the inputs to valuation techniques to measure fair value.", "label": "Fair Value Measurements Fair Value Hierarchy [Domain]", "terseLabel": "Fair Value Hierarchy and NAV" } } }, "localname": "FairValueMeasurementsFairValueHierarchyDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueUsingSignificantUnobservableInputsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueOfFinancialInstrumentsPolicy": { "auth_ref": [ "r563", "r565" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for determining the fair value of financial instruments.", "label": "Fair Value Of Financial Instruments Policy", "terseLabel": "Fair Value of Financial Instruments" } } }, "localname": "FairValueOfFinancialInstrumentsPolicy", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_FinanceLeaseLiability": { "auth_ref": [ "r605", "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details2": { "order": 10020.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 }, "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from finance lease.", "label": "Finance Lease Liability", "terseLabel": "Finance leases, Present value of lease liabilities", "totalLabel": "Total finance lease liabilities" } } }, "localname": "FinanceLeaseLiability", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityCurrent": { "auth_ref": [ "r605" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails": { "order": 10010.0, "parentTag": "us-gaap_FinanceLeaseLiability", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from finance lease, classified as current.", "label": "Finance Lease Liability Current", "terseLabel": "Other current liabilities" } } }, "localname": "FinanceLeaseLiabilityCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityCurrentStatementOfFinancialPositionExtensibleList": { "auth_ref": [ "r606" ], "lang": { "en-us": { "role": { "documentation": "Indicates line item in statement of financial position that includes current finance lease liability.", "label": "Finance Lease Liability Current Statement Of Financial Position Extensible List", "terseLabel": "Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]" } } }, "localname": "FinanceLeaseLiabilityCurrentStatementOfFinancialPositionExtensibleList", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails" ], "xbrltype": "enumerationSetItemType" }, "us-gaap_FinanceLeaseLiabilityNoncurrent": { "auth_ref": [ "r605" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails": { "order": 10020.0, "parentTag": "us-gaap_FinanceLeaseLiability", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from finance lease, classified as noncurrent.", "label": "Finance Lease Liability Noncurrent", "terseLabel": "Other long-term liabilities" } } }, "localname": "FinanceLeaseLiabilityNoncurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityNoncurrentStatementOfFinancialPositionExtensibleList": { "auth_ref": [ "r606" ], "lang": { "en-us": { "role": { "documentation": "Indicates line item in statement of financial position that includes noncurrent finance lease liability.", "label": "Finance Lease Liability Noncurrent Statement Of Financial Position Extensible List", "terseLabel": "Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]" } } }, "localname": "FinanceLeaseLiabilityNoncurrentStatementOfFinancialPositionExtensibleList", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails" ], "xbrltype": "enumerationSetItemType" }, "us-gaap_FinanceLeaseLiabilityPaymentsDue": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details2": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for finance lease.", "label": "Finance Lease Liability Payments Due", "totalLabel": "Finance leases, Total" } } }, "localname": "FinanceLeaseLiabilityPaymentsDue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityPaymentsDueAfterYearFive": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10180.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for finance lease to be paid after fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finance Lease Liability Payments Due After Year Five", "terseLabel": "Finance leases, Thereafter" } } }, "localname": "FinanceLeaseLiabilityPaymentsDueAfterYearFive", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityPaymentsDueNextTwelveMonths": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10130.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for finance lease to be paid in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finance Lease Liability Payments Due Next Twelve Months", "terseLabel": "Finance leases, 2022" } } }, "localname": "FinanceLeaseLiabilityPaymentsDueNextTwelveMonths", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityPaymentsDueYearFive": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10170.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for finance lease to be paid in fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finance Lease Liability Payments Due Year Five", "terseLabel": "Finance leases, 2026" } } }, "localname": "FinanceLeaseLiabilityPaymentsDueYearFive", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityPaymentsDueYearFour": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10160.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for finance lease to be paid in fourth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finance Lease Liability Payments Due Year Four", "terseLabel": "Finance leases, 2025" } } }, "localname": "FinanceLeaseLiabilityPaymentsDueYearFour", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityPaymentsDueYearThree": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10150.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for finance lease to be paid in third fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finance Lease Liability Payments Due Year Three", "terseLabel": "Finance leases, 2024" } } }, "localname": "FinanceLeaseLiabilityPaymentsDueYearThree", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityPaymentsDueYearTwo": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10140.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for finance lease to be paid in second fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finance Lease Liability Payments Due Year Two", "terseLabel": "Finance leases, 2023" } } }, "localname": "FinanceLeaseLiabilityPaymentsDueYearTwo", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseLiabilityUndiscountedExcessAmount": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details2": { "order": 10010.0, "parentTag": "us-gaap_FinanceLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments in excess of discounted obligation for lease payments for finance lease.", "label": "Finance Lease Liability Undiscounted Excess Amount", "negatedLabel": "Finance leases, Less imputed interest" } } }, "localname": "FinanceLeaseLiabilityUndiscountedExcessAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeasePrincipalPayments": { "auth_ref": [ "r607", "r615" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10120.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow for principal payment on finance lease.", "label": "Finance Lease Principal Payments", "negatedLabel": "Payment of finance lease obligation" } } }, "localname": "FinanceLeasePrincipalPayments", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseRightOfUseAsset": { "auth_ref": [ "r604" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after accumulated amortization, of right-of-use asset from finance lease.", "label": "Finance Lease Right Of Use Asset", "terseLabel": "Total finance lease right-of-use assets" } } }, "localname": "FinanceLeaseRightOfUseAsset", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinanceLeaseRightOfUseAssetStatementOfFinancialPositionExtensibleList": { "auth_ref": [ "r606" ], "lang": { "en-us": { "role": { "documentation": "Indicates line item in statement of financial position that includes finance lease right-of-use asset.", "label": "Finance Lease Right Of Use Asset Statement Of Financial Position Extensible List", "terseLabel": "Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]" } } }, "localname": "FinanceLeaseRightOfUseAssetStatementOfFinancialPositionExtensibleList", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails" ], "xbrltype": "enumerationSetItemType" }, "us-gaap_FinanceLeaseWeightedAverageDiscountRatePercent": { "auth_ref": [ "r618", "r621" ], "lang": { "en-us": { "role": { "documentation": "Weighted average discount rate for finance lease calculated at point in time.", "label": "Finance Lease Weighted Average Discount Rate Percent", "terseLabel": "Finance lease, weighted average discount rate" } } }, "localname": "FinanceLeaseWeightedAverageDiscountRatePercent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfWeightedAverageRemainingLeaseTermsAndDiscountRatesRelatedToLeasesDetails" ], "xbrltype": "percentItemType" }, "us-gaap_FinanceLeaseWeightedAverageRemainingLeaseTerm1": { "auth_ref": [ "r617", "r621" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining lease term for finance lease, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Finance Lease Weighted Average Remaining Lease Term1", "terseLabel": "Finance lease, weighted average remaining lease term (in years)" } } }, "localname": "FinanceLeaseWeightedAverageRemainingLeaseTerm1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfWeightedAverageRemainingLeaseTermsAndDiscountRatesRelatedToLeasesDetails" ], "xbrltype": "durationItemType" }, "us-gaap_FiniteLivedIntangibleAssetUsefulLife": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Useful life of finite-lived intangible assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Finite Lived Intangible Asset Useful Life", "terseLabel": "Amortization period (years)" } } }, "localname": "FiniteLivedIntangibleAssetUsefulLife", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails" ], "xbrltype": "durationItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAccumulatedAmortization": { "auth_ref": [ "r254" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails": { "order": 10040.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Accumulated amount of amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Finite Lived Intangible Assets Accumulated Amortization", "negatedLabel": "Accumulated amortization", "terseLabel": "Acquired intangible assets, accumulated amortization" } } }, "localname": "FiniteLivedIntangibleAssetsAccumulatedAmortization", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths": { "auth_ref": [ "r256" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite Lived Intangible Assets Amortization Expense Next Twelve Months", "terseLabel": "Finite-Lived Intangible Assets, Estimated Amortization Expense, 2022" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearFive": { "auth_ref": [ "r256" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite Lived Intangible Assets Amortization Expense Year Five", "terseLabel": "Finite-Lived Intangible Assets, Estimated Amortization Expense, 2026" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearFive", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearFour": { "auth_ref": [ "r256" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in fourth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite Lived Intangible Assets Amortization Expense Year Four", "terseLabel": "Finite-Lived Intangible Assets, Estimated Amortization Expense, 2025" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearFour", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearThree": { "auth_ref": [ "r256" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in third fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite Lived Intangible Assets Amortization Expense Year Three", "terseLabel": "Finite-Lived Intangible Assets, Estimated Amortization Expense, 2024" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearThree", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearTwo": { "auth_ref": [ "r256" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in second fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite Lived Intangible Assets Amortization Expense Year Two", "terseLabel": "Finite-Lived Intangible Assets, Estimated Amortization Expense, 2023" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearTwo", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsByMajorClassAxis": { "auth_ref": [ "r249", "r251", "r254", "r257", "r664", "r668" ], "lang": { "en-us": { "role": { "documentation": "Information by major type or class of finite-lived intangible assets.", "label": "Finite Lived Intangible Assets By Major Class [Axis]", "terseLabel": "Finite-Lived Intangible Assets by Major Class" } } }, "localname": "FiniteLivedIntangibleAssetsByMajorClassAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FiniteLivedIntangibleAssetsGross": { "auth_ref": [ "r254", "r668" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails": { "order": 10030.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Finite Lived Intangible Assets Gross", "terseLabel": "Gross carrying amount" } } }, "localname": "FiniteLivedIntangibleAssetsGross", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Finite Lived Intangible Assets [Line Items]", "terseLabel": "Finite-Lived Intangible Assets [Line Items]" } } }, "localname": "FiniteLivedIntangibleAssetsLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FiniteLivedIntangibleAssetsMajorClassNameDomain": { "auth_ref": [ "r249", "r253" ], "lang": { "en-us": { "role": { "documentation": "The major class of finite-lived intangible asset (for example, patents, trademarks, copyrights, etc.) A major class is composed of intangible assets that can be grouped together because they are similar, either by their nature or by their use in the operations of a company.", "label": "Finite Lived Intangible Assets Major Class Name [Domain]", "terseLabel": "Finite-Lived Intangible Assets, Major Class Name" } } }, "localname": "FiniteLivedIntangibleAssetsMajorClassNameDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FiniteLivedIntangibleAssetsNet": { "auth_ref": [ "r254", "r664" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Finite Lived Intangible Assets Net", "totalLabel": "Net carrying amount" } } }, "localname": "FiniteLivedIntangibleAssetsNet", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FixedPriceContractMember": { "auth_ref": [ "r388" ], "lang": { "en-us": { "role": { "documentation": "Contract with customer in which amount of consideration is fixed.", "label": "Fixed Price Contract [Member]", "terseLabel": "Fixed Consideration [Member]" } } }, "localname": "FixedPriceContractMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ForeignCountryMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax departments of governments entitled to levy and collect income taxes from the entity outside the entity's country of domicile.", "label": "Foreign Country [Member]", "terseLabel": "Foreign Tax Authority [Member]" } } }, "localname": "ForeignCountryMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ForeignCurrencyAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Foreign Currency [Abstract]" } } }, "localname": "ForeignCurrencyAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_ForeignCurrencyTransactionGainLossBeforeTax": { "auth_ref": [ "r582", "r584", "r586", "r587" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount before tax of foreign currency transaction realized and unrealized gain (loss) recognized in the income statement.", "label": "Foreign Currency Transaction Gain Loss Before Tax", "terseLabel": "Foreign Currency Transaction Gain (Loss), before Tax" } } }, "localname": "ForeignCurrencyTransactionGainLossBeforeTax", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesForeignCurrencyTransactionsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ForeignCurrencyTransactionsAndTranslationsPolicyTextBlock": { "auth_ref": [ "r597" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for (1) transactions denominated in a currency other than the reporting enterprise's functional currency, (2) translating foreign currency financial statements that are incorporated into the financial statements of the reporting enterprise by consolidation, combination, or the equity method of accounting, and (3) remeasurement of the financial statements of a foreign reporting enterprise in a hyperinflationary economy.", "label": "Foreign Currency Transactions And Translations Policy [Text Block]", "terseLabel": "Foreign Currency Transactions" } } }, "localname": "ForeignCurrencyTransactionsAndTranslationsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_FurnitureAndFixturesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Equipment commonly used in offices and stores that have no permanent connection to the structure of a building or utilities. Examples include, but are not limited to, desks, chairs, tables, and bookcases.", "label": "Furniture And Fixtures [Member]", "terseLabel": "Furniture, fixtures and other [Member]" } } }, "localname": "FurnitureAndFixturesMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails" ], "xbrltype": "domainItemType" }, "us-gaap_GainLossOnDispositionOfAssets1": { "auth_ref": [ "r108" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10230.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of gain (loss) on sale or disposal of assets, including but not limited to property plant and equipment, intangible assets and equity in securities of subsidiaries or equity method investee.", "label": "Gain Loss On Disposition Of Assets1", "negatedLabel": "(Gain) loss on sale or disposal of assets" } } }, "localname": "GainLossOnDispositionOfAssets1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_GainsLossesOnExtinguishmentOfDebt": { "auth_ref": [ "r108", "r322", "r323" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10260.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 }, "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10080.0, "parentTag": "us-gaap_ProfitLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Difference between the fair value of payments made and the carrying amount of debt which is extinguished prior to maturity.", "label": "Gains Losses On Extinguishment Of Debt", "negatedLabel": "Gain on extinguishment of debt", "terseLabel": "Gain on extinguishment of debt", "verboseLabel": "Loss on other expense" } } }, "localname": "GainsLossesOnExtinguishmentOfDebt", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_GeneralAndAdministrativeExpense": { "auth_ref": [ "r89" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10150.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate total of expenses of managing and administering the affairs of an entity, including affiliates of the reporting entity, which are not directly or indirectly associated with the manufacture, sale or creation of a product or product line.", "label": "General And Administrative Expense", "negatedLabel": "General and administrative" } } }, "localname": "GeneralAndAdministrativeExpense", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_GeneralAndAdministrativeExpenseMember": { "auth_ref": [ "r85" ], "lang": { "en-us": { "role": { "documentation": "Primary financial statement caption encompassing general and administrative expense.", "label": "General And Administrative Expense [Member]", "terseLabel": "General and Administrative [Member]" } } }, "localname": "GeneralAndAdministrativeExpenseMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfShareBasedCompensationExpenseDetails" ], "xbrltype": "domainItemType" }, "us-gaap_Goodwill": { "auth_ref": [ "r239", "r241", "r635", "r682" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10280.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.", "label": "Goodwill", "periodEndLabel": "Ending balance", "periodStartLabel": "Beginning balance", "terseLabel": "Goodwill" } } }, "localname": "Goodwill", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsScheduleOfChangesInGoodwillDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillAndIntangibleAssetsDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Goodwill And Intangible Assets Disclosure [Abstract]" } } }, "localname": "GoodwillAndIntangibleAssetsDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_GoodwillAndIntangibleAssetsDisclosureTextBlock": { "auth_ref": [ "r258" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for goodwill and intangible assets.", "label": "Goodwill And Intangible Assets Disclosure [Text Block]", "terseLabel": "Goodwill and Acquired Intangible Assets" } } }, "localname": "GoodwillAndIntangibleAssetsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssets" ], "xbrltype": "textBlockItemType" }, "us-gaap_GoodwillAndIntangibleAssetsGoodwillPolicy": { "auth_ref": [ "r244" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for goodwill. This accounting policy also may address how an entity assesses and measures impairment of goodwill, how reporting units are determined, how goodwill is allocated to such units, and how the fair values of the reporting units are determined.", "label": "Goodwill And Intangible Assets Goodwill Policy", "terseLabel": "Goodwill" } } }, "localname": "GoodwillAndIntangibleAssetsGoodwillPolicy", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_GoodwillForeignCurrencyTranslationGainLoss": { "auth_ref": [ "r243" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of foreign currency translation gain (loss) which increases (decreases) an asset representing future economic benefits from other assets acquired in a business combination that are not individually identified and separately recognized.", "label": "Goodwill Foreign Currency Translation Gain Loss", "terseLabel": "Effect of foreign currency" } } }, "localname": "GoodwillForeignCurrencyTranslationGainLoss", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsScheduleOfChangesInGoodwillDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillImpairmentLoss": { "auth_ref": [ "r108", "r240", "r242", "r245" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of loss from the write-down of an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.", "label": "Goodwill Impairment Loss", "terseLabel": "Impairment of goodwill" } } }, "localname": "GoodwillImpairmentLoss", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesGoodwillNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Goodwill Roll Forward", "terseLabel": "Goodwill [Roll Forward]" } } }, "localname": "GoodwillRollForward", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsScheduleOfChangesInGoodwillDetails" ], "xbrltype": "stringItemType" }, "us-gaap_GrantMember": { "auth_ref": [ "r385" ], "lang": { "en-us": { "role": { "documentation": "Award of money not required to be repaid.", "label": "Grant [Member]", "terseLabel": "Recognition of Deferred Grant Revenue [Member]", "verboseLabel": "Recognition of Deferred Grant Revenue [Member]" } } }, "localname": "GrantMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_HerMajestysRevenueAndCustomsHMRCMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax department of the government of United Kingdom.", "label": "Her Majestys Revenue And Customs H M R C [Member]", "terseLabel": "United Kingdom [Member]" } } }, "localname": "HerMajestysRevenueAndCustomsHMRCMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ImpairmentOrDisposalOfLongLivedAssetsPolicyTextBlock": { "auth_ref": [ "r259", "r267" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for recognizing and measuring the impairment of long-lived assets. An entity also may disclose its accounting policy for long-lived assets to be sold. This policy excludes goodwill and intangible assets.", "label": "Impairment Or Disposal Of Long Lived Assets Policy [Text Block]", "terseLabel": "Long-lived Assets" } } }, "localname": "ImpairmentOrDisposalOfLongLivedAssetsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeStatementLocationAxis": { "auth_ref": [ "r266", "r269" ], "lang": { "en-us": { "role": { "documentation": "Information by location in the income statement.", "label": "Income Statement Location [Axis]", "terseLabel": "Income Statement Location" } } }, "localname": "IncomeStatementLocationAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfShareBasedCompensationExpenseDetails" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeStatementLocationDomain": { "auth_ref": [ "r269" ], "lang": { "en-us": { "role": { "documentation": "Location in the income statement.", "label": "Income Statement Location [Domain]", "terseLabel": "Income Statement Location" } } }, "localname": "IncomeStatementLocationDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfShareBasedCompensationExpenseDetails" ], "xbrltype": "domainItemType" }, "us-gaap_IncomeTaxAuthorityAxis": { "auth_ref": [ "r482" ], "lang": { "en-us": { "role": { "documentation": "Information by tax jurisdiction.", "label": "Income Tax Authority [Axis]", "terseLabel": "Income Tax Authority" } } }, "localname": "IncomeTaxAuthorityAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxAuthorityDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Agency, division or body classification that levies income taxes, examines tax returns for compliance, or grants exemptions from or makes other decisions pertaining to income taxes.", "label": "Income Tax Authority [Domain]", "terseLabel": "Income Tax Authority" } } }, "localname": "IncomeTaxAuthorityDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_IncomeTaxAuthorityNameAxis": { "auth_ref": [ "r482" ], "lang": { "en-us": { "role": { "documentation": "Information by name of taxing authority.", "label": "Income Tax Authority Name [Axis]", "terseLabel": "Income Tax Authority, Name" } } }, "localname": "IncomeTaxAuthorityNameAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxAuthorityNameDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Named agency, division or body that levies income taxes, examines tax returns for compliance, or grants exemptions from or makes other decisions pertaining to income taxes.", "label": "Income Tax Authority Name [Domain]", "terseLabel": "Income Tax Authority, Name" } } }, "localname": "IncomeTaxAuthorityNameDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_IncomeTaxDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Income Tax Disclosure [Abstract]" } } }, "localname": "IncomeTaxDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxDisclosureTextBlock": { "auth_ref": [ "r125", "r480", "r485", "r492", "r503", "r506", "r508", "r509", "r510" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.", "label": "Income Tax Disclosure [Text Block]", "terseLabel": "Income Taxes" } } }, "localname": "IncomeTaxDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxes" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeTaxExpenseBenefit": { "auth_ref": [ "r126", "r148", "r149", "r184", "r478", "r504", "r507", "r713" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.", "label": "Income Tax Expense Benefit", "terseLabel": "Income tax benefit", "totalLabel": "Income tax benefit" } } }, "localname": "IncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxPolicyTextBlock": { "auth_ref": [ "r78", "r475", "r476", "r485", "r486", "r491", "r497" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements.", "label": "Income Tax Policy [Text Block]", "terseLabel": "Income Taxes" } } }, "localname": "IncomeTaxPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance": { "auth_ref": [ "r479" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails": { "order": 10020.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to increase (decrease) in the valuation allowance for deferred tax assets.", "label": "Income Tax Reconciliation Change In Deferred Tax Assets Valuation Allowance", "terseLabel": "Valuation Allowance, Deferred Tax Asset, Change in Amount", "verboseLabel": "Change in valuation allowance" } } }, "localname": "IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationForeignIncomeTaxRateDifferential": { "auth_ref": [ "r479" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails": { "order": 10080.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to foreign income tax expense (benefit).", "label": "Income Tax Reconciliation Foreign Income Tax Rate Differential", "terseLabel": "Foreign rate differential" } } }, "localname": "IncomeTaxReconciliationForeignIncomeTaxRateDifferential", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationIncomeTaxExpenseBenefitAtFederalStatutoryIncomeTaxRate": { "auth_ref": [ "r479" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails": { "order": 10010.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of income tax expense or benefit for the period computed by applying the domestic federal statutory tax rates to pretax income from continuing operations.", "label": "Income Tax Reconciliation Income Tax Expense Benefit At Federal Statutory Income Tax Rate", "terseLabel": "Computed \u201cexpected\u201d Federal tax benefit" } } }, "localname": "IncomeTaxReconciliationIncomeTaxExpenseBenefitAtFederalStatutoryIncomeTaxRate", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationNondeductibleExpenseShareBasedCompensationCost": { "auth_ref": [ "r479" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails": { "order": 10070.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of reported income tax expense (benefit) in excess of (less than) expected income tax expense (benefit) computed by applying domestic federal statutory income tax rate to pretax income (loss) from continuing operation, attributable to nondeductible expense for award under share-based payment arrangement. Includes, but is not limited to, expense determined to be nondeductible upon grant or after for award under share-based payment arrangement.", "label": "Income Tax Reconciliation Nondeductible Expense Share Based Compensation Cost", "terseLabel": "Equity based compensation" } } }, "localname": "IncomeTaxReconciliationNondeductibleExpenseShareBasedCompensationCost", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationOtherAdjustments": { "auth_ref": [ "r479" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails": { "order": 10100.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to other adjustments.", "label": "Income Tax Reconciliation Other Adjustments", "terseLabel": "Other, net" } } }, "localname": "IncomeTaxReconciliationOtherAdjustments", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationTaxContingencies": { "auth_ref": [ "r479" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails": { "order": 10030.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to increase (decrease) in income tax contingencies. Including, but not limited to, domestic tax contingency, foreign tax contingency, state and local tax contingency, and other contingencies.", "label": "Income Tax Reconciliation Tax Contingencies", "terseLabel": "(Decrease) increase due to uncertain tax positions" } } }, "localname": "IncomeTaxReconciliationTaxContingencies", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationTaxContingenciesStateAndLocal": { "auth_ref": [ "r479" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails": { "order": 10060.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to increase (decrease) in state and local income tax contingency.", "label": "Income Tax Reconciliation Tax Contingencies State And Local", "terseLabel": "State and local income benefit, net of Federal income tax benefit" } } }, "localname": "IncomeTaxReconciliationTaxContingenciesStateAndLocal", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTaxRateReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccountsPayable": { "auth_ref": [ "r107" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10300.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the aggregate amount of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business.", "label": "Increase Decrease In Accounts Payable", "terseLabel": "Accounts payable" } } }, "localname": "IncreaseDecreaseInAccountsPayable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccountsReceivable": { "auth_ref": [ "r107" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10270.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services.", "label": "Increase Decrease In Accounts Receivable", "negatedLabel": "Accounts receivable" } } }, "localname": "IncreaseDecreaseInAccountsReceivable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInContractWithCustomerLiability": { "auth_ref": [ "r107", "r654" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10310.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in obligation to transfer good or service to customer for which consideration has been received or is receivable.", "label": "Increase Decrease In Contract With Customer Liability", "terseLabel": "Deferred revenue" } } }, "localname": "IncreaseDecreaseInContractWithCustomerLiability", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInInventories": { "auth_ref": [ "r107" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10280.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the aggregate value of all inventory held by the reporting entity, associated with underlying transactions that are classified as operating activities.", "label": "Increase Decrease In Inventories", "negatedLabel": "Inventories" } } }, "localname": "IncreaseDecreaseInInventories", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInOperatingCapitalAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Increase Decrease In Operating Capital [Abstract]", "terseLabel": "Changes in operating assets and liabilities:" } } }, "localname": "IncreaseDecreaseInOperatingCapitalAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_IncreaseDecreaseInOtherAccountsPayableAndAccruedLiabilities": { "auth_ref": [ "r107" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10320.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in other obligations or expenses incurred but not yet paid.", "label": "Increase Decrease In Other Accounts Payable And Accrued Liabilities", "terseLabel": "Accrued liabilities and other current liabilities" } } }, "localname": "IncreaseDecreaseInOtherAccountsPayableAndAccruedLiabilities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInOtherOperatingCapitalNet": { "auth_ref": [ "r107" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10330.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in operating assets after deduction of operating liabilities classified as other.", "label": "Increase Decrease In Other Operating Capital Net", "negatedLabel": "Other operating assets and liabilities" } } }, "localname": "IncreaseDecreaseInOtherOperatingCapitalNet", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInPrepaidExpense": { "auth_ref": [ "r107" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10290.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the amount of outstanding money paid in advance for goods or services that bring economic benefits for future periods.", "label": "Increase Decrease In Prepaid Expense", "negatedLabel": "Prepaid expenses" } } }, "localname": "IncreaseDecreaseInPrepaidExpense", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IndefinitelivedIntangibleAssetsAcquired": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in assets, excluding financial assets and goodwill, lacking physical substance with an indefinite life, from an acquisition.", "label": "Indefinitelived Intangible Assets Acquired", "terseLabel": "Indefinite-lived Intangible Assets Acquired" } } }, "localname": "IndefinitelivedIntangibleAssetsAcquired", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_InlandRevenueHongKongMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax department of the government of Hong Kong.", "label": "Inland Revenue Hong Kong [Member]", "terseLabel": "Hong Kong [Member]" } } }, "localname": "InlandRevenueHongKongMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_IntangibleAssetsGrossExcludingGoodwill": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails": { "order": 10010.0, "parentTag": "us-gaap_IntangibleAssetsNetExcludingGoodwill", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before accumulated amortization of intangible assets, excluding goodwill.", "label": "Intangible Assets Gross Excluding Goodwill", "terseLabel": "Intangible Assets, Gross (Excluding Goodwill)" } } }, "localname": "IntangibleAssetsGrossExcludingGoodwill", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IntangibleAssetsNetExcludingGoodwill": { "auth_ref": [ "r247", "r252" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10290.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges.", "label": "Intangible Assets Net Excluding Goodwill", "terseLabel": "Acquired intangible assets, net of accumulated amortization of $13,955 and $11,841 at December 31, 2021 and 2020, respectively", "totalLabel": "Net carrying amount" } } }, "localname": "IntangibleAssetsNetExcludingGoodwill", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_IntellectualPropertyMember": { "auth_ref": [ "r514" ], "lang": { "en-us": { "role": { "documentation": "Intangible asset arising from original creative thought. Include, but is not limited to, trademarks, patents, and copyrights.", "label": "Intellectual Property [Member]", "terseLabel": "Intellectual Property [Member]" } } }, "localname": "IntellectualPropertyMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_InterestIncomeExpenseNonoperatingNet": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10110.0, "parentTag": "us-gaap_ProfitLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The net amount of nonoperating interest income (expense).", "label": "Interest Income Expense Nonoperating Net", "terseLabel": "Interest expense, net" } } }, "localname": "InterestIncomeExpenseNonoperatingNet", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestPaidNet": { "auth_ref": [ "r100", "r105", "r112" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash paid for interest, excluding capitalized interest, classified as operating activity. Includes, but is not limited to, payment to settle zero-coupon bond for accreted interest of debt discount and debt instrument with insignificant coupon interest rate in relation to effective interest rate of borrowing attributable to accreted interest of debt discount.", "label": "Interest Paid Net", "terseLabel": "Cash paid for interest" } } }, "localname": "InterestPaidNet", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_InternalRevenueServiceIRSMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax department of the United States of America government entitled to levy and collect income taxes from the entity.", "label": "Internal Revenue Service I R S [Member]", "terseLabel": "Internal Revenue Service (IRS) [Member]" } } }, "localname": "InternalRevenueServiceIRSMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_InvestmentTaxCredit": { "auth_ref": [ "r109" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount deducted from an entities' taxes, reflecting a percentage of an amount invested in certain assets spread over the useful life of those assets; includes deferred investment tax credits.", "label": "Investment Tax Credit", "terseLabel": "Investment tax credit" } } }, "localname": "InvestmentTaxCredit", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_InvestmentTypeAxis": { "auth_ref": [ "r733", "r734", "r735", "r736", "r737", "r738", "r739", "r740", "r741", "r742", "r743", "r744", "r745", "r746", "r747" ], "lang": { "en-us": { "role": { "documentation": "Information by type of investments.", "label": "Investment Type [Axis]", "terseLabel": "Investment Type" } } }, "localname": "InvestmentTypeAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsAdditionalInformationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_InvestmentTypeCategorizationMember": { "auth_ref": [ "r733", "r734", "r735", "r736", "r737", "r738", "r739", "r740", "r741", "r742", "r743", "r744", "r745", "r746", "r747" ], "lang": { "en-us": { "role": { "documentation": "Asset obtained to generate income or appreciate in value.", "label": "Investment Type Categorization [Member]", "terseLabel": "Investments" } } }, "localname": "InvestmentTypeCategorizationMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsAdditionalInformationsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LandMember": { "auth_ref": [ "r385" ], "lang": { "en-us": { "role": { "documentation": "Part of earth's surface not covered by water.", "label": "Land [Member]", "terseLabel": "Land [Member]" } } }, "localname": "LandMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LeaseCost": { "auth_ref": [ "r619", "r621" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseCostRecordedInCondensedConsolidatedStatementOfOperationsDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of lease cost recognized by lessee for lease contract.", "label": "Lease Cost", "totalLabel": "Net lease cost" } } }, "localname": "LeaseCost", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseCostRecordedInCondensedConsolidatedStatementOfOperationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LeaseCostTableTextBlock": { "auth_ref": [ "r619" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of lessee's lease cost. Includes, but is not limited to, interest expense for finance lease, amortization of right-of-use asset for finance lease, operating lease cost, short-term lease cost, variable lease cost and sublease income.", "label": "Lease Cost Table [Text Block]", "terseLabel": "Schedule of Components of Lease Cost Recorded in Condensed Consolidated Statement of Operations" } } }, "localname": "LeaseCostTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_LeaseholdImprovementsMember": { "auth_ref": [ "r263" ], "lang": { "en-us": { "role": { "documentation": "Additions or improvements to assets held under a lease arrangement.", "label": "Leasehold Improvements [Member]", "terseLabel": "Leasehold Improvements [Member]" } } }, "localname": "LeaseholdImprovementsMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LeasesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Leases [Abstract]" } } }, "localname": "LeasesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_LesseeFinanceLeaseLeaseNotYetCommencedTermOfContract1": { "auth_ref": [ "r610" ], "lang": { "en-us": { "role": { "documentation": "Term of lessee's finance lease not yet commenced, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Lessee Finance Lease Lease Not Yet Commenced Term Of Contract1", "terseLabel": "Finance lease not yet commenced, term" } } }, "localname": "LesseeFinanceLeaseLeaseNotYetCommencedTermOfContract1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_LesseeLeaseDescriptionLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Lessee Lease Description [Line Items]", "terseLabel": "Lessee Lease Description [Line Items]" } } }, "localname": "LesseeLeaseDescriptionLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LesseeLeaseDescriptionTable": { "auth_ref": [ "r611" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about lessee's leases.", "label": "Lessee Lease Description [Table]", "terseLabel": "Lessee Lease Description [Table]" } } }, "localname": "LesseeLeaseDescriptionTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LesseeLeasesPolicyTextBlock": { "auth_ref": [ "r609" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for leasing arrangement entered into by lessee.", "label": "Lessee Leases Policy [Text Block]", "terseLabel": "Leases" } } }, "localname": "LesseeLeasesPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details2": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease.", "label": "Lessee Operating Lease Liability Payments Due", "totalLabel": "Operating Leases, Total" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueAfterYearFive": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10240.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease due after fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee Operating Lease Liability Payments Due After Year Five", "terseLabel": "Operating Leases, Thereafter" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueAfterYearFive", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10190.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee Operating Lease Liability Payments Due Next Twelve Months", "negatedLabel": "Operating Leases, 2022" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearFive": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10230.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee Operating Lease Liability Payments Due Year Five", "terseLabel": "Operating Leases, 2026" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearFive", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearFour": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10220.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in fourth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee Operating Lease Liability Payments Due Year Four", "terseLabel": "Operating Leases, 2025" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearFour", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearThree": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10210.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in third fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee Operating Lease Liability Payments Due Year Three", "terseLabel": "Operating Leases, 2024" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearThree", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearTwo": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details": { "order": 10200.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in second fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee Operating Lease Liability Payments Due Year Two", "terseLabel": "Operating Leases, 2023" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearTwo", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityUndiscountedExcessAmount": { "auth_ref": [ "r620" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details2": { "order": 10030.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments in excess of discounted obligation for lease payments for operating lease.", "label": "Lessee Operating Lease Liability Undiscounted Excess Amount", "negatedLabel": "Operating Leases, Less imputed interest" } } }, "localname": "LesseeOperatingLeaseLiabilityUndiscountedExcessAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesAndStockholdersEquity": { "auth_ref": [ "r39", "r124", "r222", "r572", "r635", "r689", "r709" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities and equity items, including the portion of equity attributable to noncontrolling interests, if any.", "label": "Liabilities And Stockholders Equity", "totalLabel": "Total liabilities, convertible preferred stock and stockholders\u2019 equity (deficit)" } } }, "localname": "LiabilitiesAndStockholdersEquity", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesAndStockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Liabilities And Stockholders Equity [Abstract]", "terseLabel": "LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS\u2019 EQUITY (DEFICIT)" } } }, "localname": "LiabilitiesAndStockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_LiabilitiesCurrent": { "auth_ref": [ "r49", "r124", "r222", "r277", "r278", "r279", "r281", "r282", "r283", "r284", "r285", "r286", "r287", "r527", "r535", "r536", "r572", "r633", "r634", "r635" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10010.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer.", "label": "Liabilities Current", "totalLabel": "Total current liabilities" } } }, "localname": "LiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_LicenseAndServiceMember": { "auth_ref": [ "r385" ], "lang": { "en-us": { "role": { "documentation": "Right to use intangible asset and performance of related service. Intangible asset includes, but is not limited to, patent, copyright, technology, manufacturing process, software or trademark.", "label": "License And Service [Member]", "terseLabel": "License and Service" } } }, "localname": "LicenseAndServiceMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LicenseMember": { "auth_ref": [ "r385" ], "lang": { "en-us": { "role": { "documentation": "Right to use intangible asset. Intangible asset includes, but is not limited to, patent, copyright, technology, manufacturing process, software or trademark.", "label": "License [Member]", "verboseLabel": "Upfront License Fee [Member]" } } }, "localname": "LicenseMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LongLivedAssetsByGeographicAreasTableTextBlock": { "auth_ref": [ "r205" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of long-lived assets, excluding financial instruments, long-term customer relationships of a financial institution, mortgage rights, deferred policy acquisition costs, and deferred tax assets, by geographic areas located in the entity's country of domicile and foreign countries in which the entity holds assets.", "label": "Long Lived Assets By Geographic Areas Table [Text Block]", "terseLabel": "Long-lived Assets by Geographic Areas" } } }, "localname": "LongLivedAssetsByGeographicAreasTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_LongTermContractsOrProgramsDisclosureTextBlock": { "auth_ref": [ "r32", "r68", "r359", "r645", "r646", "r648", "r649", "r650", "r651", "r652", "r653", "r656", "r657", "r658", "r659", "r660", "r662" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for long-term contracts or programs.", "label": "Long Term Contracts Or Programs Disclosure [Text Block]", "terseLabel": "License, Research, and Other Agreements" } } }, "localname": "LongTermContractsOrProgramsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreements" ], "xbrltype": "textBlockItemType" }, "us-gaap_LongTermDebtAndCapitalLeaseObligations": { "auth_ref": [ "r24" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of long-term debt and lease obligation, classified as noncurrent.", "label": "Long Term Debt And Capital Lease Obligations", "terseLabel": "2015 Subordinated Notes" } } }, "localname": "LongTermDebtAndCapitalLeaseObligations", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtAndCapitalLeaseObligationsCurrent": { "auth_ref": [ "r48" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of long-term debt and lease obligation, classified as current.", "label": "Long Term Debt And Capital Lease Obligations Current", "terseLabel": "Debentures" } } }, "localname": "LongTermDebtAndCapitalLeaseObligationsCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtAndCapitalLeaseObligationsIncludingCurrentMaturities": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of long-term debt and lease obligation, including portion classified as current.", "label": "Long Term Debt And Capital Lease Obligations Including Current Maturities", "terseLabel": "Total" } } }, "localname": "LongTermDebtAndCapitalLeaseObligationsIncludingCurrentMaturities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtCurrent": { "auth_ref": [ "r47" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10180.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, after unamortized (discount) premium and debt issuance costs, of long-term debt, classified as current. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.", "label": "Long Term Debt Current", "terseLabel": "Current portion, long-term debt" } } }, "localname": "LongTermDebtCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtNoncurrent": { "auth_ref": [ "r52" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10020.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after unamortized (discount) premium and debt issuance costs of long-term debt classified as noncurrent and excluding amounts to be repaid within one year or the normal operating cycle, if longer. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.", "label": "Long Term Debt Noncurrent", "terseLabel": "Long-term debt, net of current portion" } } }, "localname": "LongTermDebtNoncurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongtermDebtTypeAxis": { "auth_ref": [ "r52" ], "lang": { "en-us": { "role": { "documentation": "Information by type of long-term debt.", "label": "Longterm Debt Type [Axis]", "terseLabel": "Long-term Debt, Type" } } }, "localname": "LongtermDebtTypeAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LongtermDebtTypeDomain": { "auth_ref": [ "r52", "r275" ], "lang": { "en-us": { "role": { "documentation": "Type of long-term debt arrangement, such as notes, line of credit, commercial paper, asset-based financing, project financing, letter of credit financing. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the company, if longer.", "label": "Longterm Debt Type [Domain]", "terseLabel": "Long-term Debt, Type" } } }, "localname": "LongtermDebtTypeDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_MachineryAndEquipmentMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tangible personal property used to produce goods and services, including, but is not limited to, tools, dies and molds, computer and office equipment.", "label": "Machinery And Equipment [Member]", "terseLabel": "Laboratory, manufacturing and transportation equipment [Member]" } } }, "localname": "MachineryAndEquipmentMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ManufacturingFacilityMember": { "auth_ref": [ "r263" ], "lang": { "en-us": { "role": { "documentation": "Structure used in the manufacturing of goods.", "label": "Manufacturing Facility [Member]", "terseLabel": "Manufacturing services [Member]" } } }, "localname": "ManufacturingFacilityMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_MinorityInterest": { "auth_ref": [ "r62", "r124", "r222", "r277", "r281", "r282", "r283", "r286", "r287", "r572", "r688", "r708" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10120.0, "parentTag": "us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which is directly or indirectly attributable to that ownership interest in subsidiary equity which is not attributable to the parent (that is, noncontrolling interest, previously referred to as minority interest).", "label": "Minority Interest", "periodEndLabel": "Ending balance", "periodStartLabel": "Beginning balance", "terseLabel": "Non-controlling interest" } } }, "localname": "MinorityInterest", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_MinorityInterestDisclosureTextBlock": { "auth_ref": [ "r540" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for noncontrolling interest in consolidated subsidiaries, which could include the name of the subsidiary, the ownership percentage held by the parent, the ownership percentage held by the noncontrolling owners, the amount of the noncontrolling interest, the location of this amount on the balance sheet (when not reported separately), an explanation of the increase or decrease in the amount of the noncontrolling interest, the noncontrolling interest share of the net Income or Loss of the subsidiary, the location of this amount on the income statement (when not reported separately), the nature of the noncontrolling interest such as background information and terms, the amount of the noncontrolling interest represented by preferred stock, a description of the preferred stock, and the dividend requirements of the preferred stock.", "label": "Minority Interest Disclosure [Text Block]", "terseLabel": "Non-controlling Interest" } } }, "localname": "MinorityInterestDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterest" ], "xbrltype": "textBlockItemType" }, "us-gaap_MinorityInterestLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Minority Interest [Line Items]", "terseLabel": "Minority Interest [Line Items]" } } }, "localname": "MinorityInterestLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestAdditionalInformationDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails" ], "xbrltype": "stringItemType" }, "us-gaap_MinorityInterestOwnershipPercentageByParent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The parent entity's interest in net assets of the subsidiary, expressed as a percentage.", "label": "Minority Interest Ownership Percentage By Parent", "terseLabel": "Percentage of Non-controlling interest" } } }, "localname": "MinorityInterestOwnershipPercentageByParent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesDetails" ], "xbrltype": "percentItemType" }, "us-gaap_MinorityInterestPeriodIncreaseDecrease": { "auth_ref": [ "r523" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "lang": { "en-us": { "role": { "documentation": "Net Increase or Decrease in balance of noncontrolling interest in the subsidiary during the reporting period.", "label": "Minority Interest Period Increase Decrease", "totalLabel": "Total other items" } } }, "localname": "MinorityInterestPeriodIncreaseDecrease", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_MinorityInterestTable": { "auth_ref": [ "r62", "r86", "r523", "r534" ], "lang": { "en-us": { "role": { "documentation": "Schedule of noncontrolling interest disclosure which includes the name of the subsidiary, the ownership percentage held by the parent, the ownership percentage held by the noncontrolling owners, the amount of the noncontrolling interest, the location of this amount on the balance sheet (when not reported separately), an explanation of the increase or decrease in the amount of the noncontrolling interest, the noncontrolling interest share of the net Income or Loss of the subsidiary, the location of this amount on the income statement (when not reported separately), the nature of the noncontrolling interest such as background information and terms, the amount of the noncontrolling interest represented by preferred stock, a description of the preferred stock, and the dividend requirements of the preferred stock.", "label": "Minority Interest [Table]", "terseLabel": "Minority Interest [Table]" } } }, "localname": "MinorityInterestTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestAdditionalInformationDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfApproximateInterestsInCertainConsolidatedSubsidiariesDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails" ], "xbrltype": "stringItemType" }, "us-gaap_MoneyMarketFundsMember": { "auth_ref": [ "r397" ], "lang": { "en-us": { "role": { "documentation": "Fund that invests in short-term money-market instruments, for example, but not limited to, commercial paper, banker's acceptances, repurchase agreements, government securities, certificates of deposit, and other highly liquid securities.", "label": "Money Market Funds [Member]", "terseLabel": "Institutional Money Market Funds [Member]" } } }, "localname": "MoneyMarketFundsMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsScheduleOfCashEquivalentsAndShortTermInvestmentsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_NetCashProvidedByUsedInFinancingActivities": { "auth_ref": [ "r102" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10030.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from financing activities, including discontinued operations. Financing activity cash flows include obtaining resources from owners and providing them with a return on, and a return of, their investment; borrowing money and repaying amounts borrowed, or settling the obligation; and obtaining and paying for other resources obtained from creditors on long-term credit.", "label": "Net Cash Provided By Used In Financing Activities", "totalLabel": "Net cash provided by financing activities" } } }, "localname": "NetCashProvidedByUsedInFinancingActivities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInFinancingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided By Used In Financing Activities [Abstract]", "terseLabel": "Cash flows from financing activities:" } } }, "localname": "NetCashProvidedByUsedInFinancingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_NetCashProvidedByUsedInInvestingActivities": { "auth_ref": [ "r102" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10020.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from investing activities, including discontinued operations. Investing activity cash flows include making and collecting loans and acquiring and disposing of debt or equity instruments and property, plant, and equipment and other productive assets.", "label": "Net Cash Provided By Used In Investing Activities", "totalLabel": "Net cash used in investing activities" } } }, "localname": "NetCashProvidedByUsedInInvestingActivities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInInvestingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided By Used In Investing Activities [Abstract]", "terseLabel": "Cash flows from investing activities:" } } }, "localname": "NetCashProvidedByUsedInInvestingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_NetCashProvidedByUsedInOperatingActivities": { "auth_ref": [ "r102", "r106", "r109" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10010.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from operating activities, including discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities.", "label": "Net Cash Provided By Used In Operating Activities", "totalLabel": "Net cash provided by (used in) operating activities" } } }, "localname": "NetCashProvidedByUsedInOperatingActivities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInOperatingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided By Used In Operating Activities [Abstract]", "terseLabel": "Cash flows from operating activities:" } } }, "localname": "NetCashProvidedByUsedInOperatingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_NetIncomeLossAttributableToNoncontrollingInterest": { "auth_ref": [ "r74", "r76", "r81", "r148", "r149", "r530", "r538" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10060.0, "parentTag": "us-gaap_NetIncomeLossAvailableToCommonStockholdersBasic", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of Net Income (Loss) attributable to noncontrolling interest.", "label": "Net Income Loss Attributable To Noncontrolling Interest", "terseLabel": "Less: net loss attributable to non-controlling interest" } } }, "localname": "NetIncomeLossAttributableToNoncontrollingInterest", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetIncomeLossAvailableToCommonStockholdersBasic": { "auth_ref": [ "r140", "r141", "r143", "r144", "r152", "r153", "r157", "r160", "r185", "r193", "r195", "r198", "r200" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10010.0, "parentTag": "agen_ComprehensiveIncomeLossAvailableToCommonStockholdersBasic", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.", "label": "Net Income Loss Available To Common Stockholders Basic", "totalLabel": "Net loss attributable to Agenus Inc. common stockholders" } } }, "localname": "NetIncomeLossAvailableToCommonStockholdersBasic", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_NewAccountingPronouncementsPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy pertaining to new accounting pronouncements that may impact the entity's financial reporting. Includes, but is not limited to, quantification of the expected or actual impact.", "label": "New Accounting Pronouncements Policy Policy [Text Block]", "terseLabel": "Recent Accounting Pronouncements" } } }, "localname": "NewAccountingPronouncementsPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_NonUsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Countries excluding the United States of America (US).", "label": "Non Us [Member]", "terseLabel": "Rest of World [Member]" } } }, "localname": "NonUsMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_NoncashContributionExpense": { "auth_ref": [ "r109" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Noncash charitable contributions made by the entity during the period.", "label": "Noncash Contribution Expense", "terseLabel": "Non-cash charitable contribution" } } }, "localname": "NoncashContributionExpense", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_NoncontrollingInterestAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Noncontrolling Interest [Abstract]" } } }, "localname": "NoncontrollingInterestAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_NoncontrollingInterestIncreaseFromSubsidiaryEquityIssuance": { "auth_ref": [ "r356", "r525", "r532" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails": { "order": 10020.0, "parentTag": "us-gaap_MinorityInterestPeriodIncreaseDecrease", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in noncontrolling interest from subsidiary issuance of equity interests to noncontrolling interest holders.", "label": "Noncontrolling Interest Increase From Subsidiary Equity Issuance", "terseLabel": "Issuance of subsidiary shares to noncontrolling interest" } } }, "localname": "NoncontrollingInterestIncreaseFromSubsidiaryEquityIssuance", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestAdditionalInformationDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "us-gaap_NoncontrollingInterestMember": { "auth_ref": [ "r132", "r133", "r134", "r355", "r522" ], "lang": { "en-us": { "role": { "documentation": "This element represents that portion of equity (net assets) in a subsidiary not attributable, directly or indirectly, to the parent. A noncontrolling interest is sometimes called a minority interest.", "label": "Noncontrolling Interest [Member]", "terseLabel": "Non-controlling Interest [Member]" } } }, "localname": "NoncontrollingInterestMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "us-gaap_NoncurrentAssets": { "auth_ref": [ "r203" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Long-lived assets other than financial instruments, long-term customer relationships of a financial institution, mortgage and other servicing rights, deferred policy acquisition costs, and deferred tax assets.", "label": "Noncurrent Assets", "terseLabel": "Long-Lived Assets" } } }, "localname": "NoncurrentAssets", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_NonfinancialLiabilitiesFairValueDisclosure": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Fair value of obligations not classified as financial liabilities. Includes, but is not limited to, accounts payable and accrued liabilities, commitments, obligations, and other liabilities.", "label": "Nonfinancial Liabilities Fair Value Disclosure", "totalLabel": "Total" } } }, "localname": "NonfinancialLiabilitiesFairValueDisclosure", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureFairValueMeasurementsScheduleOfLiabilitiesMeasuredAtFairValueDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_NonoperatingIncomeExpense": { "auth_ref": [ "r90" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10100.0, "parentTag": "us-gaap_ProfitLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The aggregate amount of income or expense from ancillary business-related activities (that is to say, excluding major activities considered part of the normal operations of the business).", "label": "Nonoperating Income Expense", "terseLabel": "Non-operating income (expense)" } } }, "localname": "NonoperatingIncomeExpense", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_NonoperatingIncomeExpenseAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Nonoperating Income Expense [Abstract]", "terseLabel": "Other income (expense):" } } }, "localname": "NonoperatingIncomeExpenseAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "stringItemType" }, "us-gaap_NotesPayableToBanksMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A written promise to pay a note to a bank.", "label": "Notes Payable To Banks [Member]", "terseLabel": "Promissory notes with Bank of America [Member]" } } }, "localname": "NotesPayableToBanksMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_NumberOfOperatingSegments": { "auth_ref": [ "r181" ], "lang": { "en-us": { "role": { "documentation": "Number of operating segments. An operating segment is a component of an enterprise: (a) that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same enterprise), (b) whose operating results are regularly reviewed by the enterprise's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and (c) for which discrete financial information is available. An operating segment may engage in business activities for which it has yet to earn revenues, for example, start-up operations may be operating segments before earning revenues.", "label": "Number Of Operating Segments", "terseLabel": "Number of operating segments" } } }, "localname": "NumberOfOperatingSegments", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesSegmentInformationNarrativeDetails" ], "xbrltype": "integerItemType" }, "us-gaap_NumberOfReportableSegments": { "auth_ref": [ "r181" ], "lang": { "en-us": { "role": { "documentation": "Number of segments reported by the entity. A reportable segment is a component of an entity for which there is an accounting requirement to report separate financial information on that component in the entity's financial statements.", "label": "Number Of Reportable Segments", "terseLabel": "Number of reportable segment" } } }, "localname": "NumberOfReportableSegments", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesSegmentInformationNarrativeDetails" ], "xbrltype": "integerItemType" }, "us-gaap_OperatingExpensesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Operating Expenses [Abstract]", "terseLabel": "Operating expenses:" } } }, "localname": "OperatingExpensesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "stringItemType" }, "us-gaap_OperatingIncomeLoss": { "auth_ref": [ "r185", "r193", "r195", "r198", "r200" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10070.0, "parentTag": "us-gaap_ProfitLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The net result for the period of deducting operating expenses from operating revenues.", "label": "Operating Income Loss", "totalLabel": "Operating income (loss)" } } }, "localname": "OperatingIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseCost": { "auth_ref": [ "r612", "r621" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseCostRecordedInCondensedConsolidatedStatementOfOperationsDetails": { "order": 10010.0, "parentTag": "us-gaap_LeaseCost", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of single lease cost, calculated by allocation of remaining cost of lease over remaining lease term. Includes, but is not limited to, single lease cost, after impairment of right-of-use asset, calculated by amortization of remaining right-of-use asset and accretion of lease liability.", "label": "Operating Lease Cost", "terseLabel": "Operating lease cost" } } }, "localname": "OperatingLeaseCost", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseCostRecordedInCondensedConsolidatedStatementOfOperationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiability": { "auth_ref": [ "r605" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details2": { "order": 10040.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 }, "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease.", "label": "Operating Lease Liability", "terseLabel": "Operating Leases, Present value of lease liabilities", "totalLabel": "Total operating lease liabilities" } } }, "localname": "OperatingLeaseLiability", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfOperatingLeaseLiabilitiesInAccordanceWithASC842Details", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiabilityCurrent": { "auth_ref": [ "r605" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails": { "order": 10030.0, "parentTag": "us-gaap_OperatingLeaseLiability", "weight": 1.0 }, "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10210.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease, classified as current.", "label": "Operating Lease Liability Current", "terseLabel": "Current portion, operating lease liabilities" } } }, "localname": "OperatingLeaseLiabilityCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiabilityNoncurrent": { "auth_ref": [ "r605" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails": { "order": 10040.0, "parentTag": "us-gaap_OperatingLeaseLiability", "weight": 1.0 }, "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10050.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease, classified as noncurrent.", "label": "Operating Lease Liability Noncurrent", "terseLabel": "Operating lease liabilities, net of current portion" } } }, "localname": "OperatingLeaseLiabilityNoncurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeasePayments": { "auth_ref": [ "r608", "r615" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow from operating lease, excluding payments to bring another asset to condition and location necessary for its intended use.", "label": "Operating Lease Payments", "terseLabel": "Cash payments for operating lease liabilities" } } }, "localname": "OperatingLeasePayments", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseRightOfUseAsset": { "auth_ref": [ "r604" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10270.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's right to use underlying asset under operating lease.", "label": "Operating Lease Right Of Use Asset", "terseLabel": "Operating lease right-of-use assets", "verboseLabel": "Total operating lease right-of-use assets" } } }, "localname": "OperatingLeaseRightOfUseAsset", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfSupplementalBalanceSheetInformationRelatedToLeaseDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseWeightedAverageDiscountRatePercent": { "auth_ref": [ "r618", "r621" ], "lang": { "en-us": { "role": { "documentation": "Weighted average discount rate for operating lease calculated at point in time.", "label": "Operating Lease Weighted Average Discount Rate Percent", "terseLabel": "Operating lease, weighted average discount rate" } } }, "localname": "OperatingLeaseWeightedAverageDiscountRatePercent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfWeightedAverageRemainingLeaseTermsAndDiscountRatesRelatedToLeasesDetails" ], "xbrltype": "percentItemType" }, "us-gaap_OperatingLeaseWeightedAverageRemainingLeaseTerm1": { "auth_ref": [ "r617", "r621" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining lease term for operating lease, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Operating Lease Weighted Average Remaining Lease Term1", "terseLabel": "Operating lease, weighted average remaining lease term (in years)" } } }, "localname": "OperatingLeaseWeightedAverageRemainingLeaseTerm1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfWeightedAverageRemainingLeaseTermsAndDiscountRatesRelatedToLeasesDetails" ], "xbrltype": "durationItemType" }, "us-gaap_OperatingLossCarryforwards": { "auth_ref": [ "r493" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of operating loss carryforward, before tax effects, available to reduce future taxable income under enacted tax laws.", "label": "Operating Loss Carryforwards", "terseLabel": "Operating Loss Carryforwards" } } }, "localname": "OperatingLossCarryforwards", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLossCarryforwardsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Operating Loss Carryforwards [Line Items]", "terseLabel": "Operating Loss Carryforwards [Line Items]" } } }, "localname": "OperatingLossCarryforwardsLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_OperatingLossCarryforwardsTable": { "auth_ref": [ "r494" ], "lang": { "en-us": { "role": { "documentation": "Schedule reflecting pertinent information, such as tax authority, amounts, and expiration dates, of net operating loss carryforwards, including an assessment of the likelihood of utilization.", "label": "Operating Loss Carryforwards [Table]", "terseLabel": "Operating Loss Carryforwards [Table]" } } }, "localname": "OperatingLossCarryforwardsTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_OtherAccruedLiabilitiesCurrent": { "auth_ref": [ "r14", "r16", "r17", "r48" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesScheduleOfAccruedLiabilitiesDetails": { "order": 10050.0, "parentTag": "us-gaap_AccruedLiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of expenses incurred but not yet paid classified as other, due within one year or the normal operating cycle, if longer.", "label": "Other Accrued Liabilities Current", "terseLabel": "Other" } } }, "localname": "OtherAccruedLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesScheduleOfAccruedLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherAssetsCurrent": { "auth_ref": [ "r63", "r635" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10350.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current assets classified as other.", "label": "Other Assets Current", "terseLabel": "Other current assets" } } }, "localname": "OtherAssetsCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherAssetsNoncurrent": { "auth_ref": [ "r44" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10300.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of noncurrent assets classified as other.", "label": "Other Assets Noncurrent", "terseLabel": "Other long-term assets" } } }, "localname": "OtherAssetsNoncurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeForeignCurrencyTransactionAndTranslationGainLossArisingDuringPeriodNetOfTax": { "auth_ref": [ "r69", "r71", "r583", "r585", "r589" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10030.0, "parentTag": "us-gaap_OtherComprehensiveIncomeLossNetOfTax", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax, before reclassification adjustments of gain (loss) on foreign currency translation adjustments, foreign currency transactions designated and effective as economic hedges of a net investment in a foreign entity and intra-entity foreign currency transactions that are of a long-term-investment nature.", "label": "Other Comprehensive Income Foreign Currency Transaction And Translation Gain Loss Arising During Period Net Of Tax", "terseLabel": "Foreign currency translation gain (loss)" } } }, "localname": "OtherComprehensiveIncomeForeignCurrencyTransactionAndTranslationGainLossArisingDuringPeriodNetOfTax", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossNetOfTax": { "auth_ref": [ "r75", "r77", "r79", "r80", "r82", "r84", "r346", "r590", "r595", "r596", "r693", "r712" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10020.0, "parentTag": "agen_ComprehensiveIncomeLossAvailableToCommonStockholdersBasic", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax and reclassification adjustments of other comprehensive income (loss).", "label": "Other Comprehensive Income Loss Net Of Tax", "terseLabel": "Other comprehensive income (loss)", "totalLabel": "Other comprehensive income (loss)" } } }, "localname": "OtherComprehensiveIncomeLossNetOfTax", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossNetOfTaxPeriodIncreaseDecreaseAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Other Comprehensive Income Loss Net Of Tax Period Increase Decrease [Abstract]", "terseLabel": "Other comprehensive income (loss):" } } }, "localname": "OtherComprehensiveIncomeLossNetOfTaxPeriodIncreaseDecreaseAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "stringItemType" }, "us-gaap_OtherIntangibleAssetsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Intangible assets classified as other.", "label": "Other Intangible Assets [Member]", "terseLabel": "Other [Member]" } } }, "localname": "OtherIntangibleAssetsMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_OtherLiabilitiesCurrent": { "auth_ref": [ "r13", "r14", "r48", "r635" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10240.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities classified as other, due within one year or the normal operating cycle, if longer.", "label": "Other Liabilities Current", "terseLabel": "Other current liabilities" } } }, "localname": "OtherLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherLiabilitiesDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Other Liabilities Disclosure [Abstract]" } } }, "localname": "OtherLiabilitiesDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_OtherLiabilitiesNoncurrent": { "auth_ref": [ "r53" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10070.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities classified as other, due after one year or the normal operating cycle, if longer.", "label": "Other Liabilities Noncurrent", "terseLabel": "Other long-term liabilities" } } }, "localname": "OtherLiabilitiesNoncurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherLongTermDebt": { "auth_ref": [ "r24", "r686", "r703" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of long-term debt classified as other.", "label": "Other Long Term Debt", "terseLabel": "Other" } } }, "localname": "OtherLongTermDebt", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherLongTermDebtCurrent": { "auth_ref": [ "r21", "r23" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of long-term debt classified as other, payable within one year or the operating cycle, if longer.", "label": "Other Long Term Debt Current", "terseLabel": "Other" } } }, "localname": "OtherLongTermDebtCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentForContingentConsiderationLiabilityFinancingActivities": { "auth_ref": [ "r99" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10100.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow, not made soon after acquisition date of business combination, to settle contingent consideration liability up to amount recognized at acquisition date, including, but not limited to, measurement period adjustment and less amount paid soon after acquisition date.", "label": "Payment For Contingent Consideration Liability Financing Activities", "negatedLabel": "Payment of contingent purchase price consideration" } } }, "localname": "PaymentForContingentConsiderationLiabilityFinancingActivities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireAvailableForSaleSecuritiesDebt": { "auth_ref": [ "r91", "r93", "r220" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10150.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow to acquire investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).", "label": "Payments To Acquire Available For Sale Securities Debt", "negatedLabel": "Purchases of available-for-sale securities" } } }, "localname": "PaymentsToAcquireAvailableForSaleSecuritiesDebt", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireBusinessesGross": { "auth_ref": [ "r94", "r517" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10160.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow associated with the acquisition of business during the period. The cash portion only of the acquisition price.", "label": "Payments To Acquire Businesses Gross", "negatedLabel": "Cash paid for business acquisition, net" } } }, "localname": "PaymentsToAcquireBusinessesGross", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquirePropertyPlantAndEquipment": { "auth_ref": [ "r95" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10140.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets.", "label": "Payments To Acquire Property Plant And Equipment", "negatedLabel": "Purchases of property, plant and equipment" } } }, "localname": "PaymentsToAcquirePropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PensionAndOtherPostretirementBenefitsDisclosureTextBlock": { "auth_ref": [ "r396", "r398", "r404", "r405", "r407", "r408", "r409", "r410", "r411", "r412", "r413", "r414", "r415", "r420" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for retirement benefits.", "label": "Pension And Other Postretirement Benefits Disclosure [Text Block]", "terseLabel": "Benefit Plans" } } }, "localname": "PensionAndOtherPostretirementBenefitsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBenefitPlans" ], "xbrltype": "textBlockItemType" }, "us-gaap_PerformanceSharesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share-based payment arrangement awarded for meeting performance target.", "label": "Performance Shares [Member]", "terseLabel": "Performance Based Award [Member]" } } }, "localname": "PerformanceSharesMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PlanNameAxis": { "auth_ref": [ "r424", "r457" ], "lang": { "en-us": { "role": { "documentation": "Information by plan name for share-based payment arrangement.", "label": "Plan Name [Axis]", "terseLabel": "Plan Name" } } }, "localname": "PlanNameAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PlanNameDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Plan name for share-based payment arrangement.", "label": "Plan Name [Domain]", "terseLabel": "Plan Name" } } }, "localname": "PlanNameDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PortionAtFairValueFairValueDisclosureMember": { "auth_ref": [ "r564" ], "lang": { "en-us": { "role": { "documentation": "Measured at fair value for financial reporting purposes.", "label": "Portion At Fair Value Fair Value Disclosure [Member]", "terseLabel": "Fair Value Disclosure Item Amounts [Default]" } } }, "localname": "PortionAtFairValueFairValueDisclosureMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsScheduleOfCashEquivalentsAndShortTermInvestmentsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PreferredStockAmountOfPreferredDividendsInArrears": { "auth_ref": [ "r349" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate amount of cumulative preferred dividends in arrears.", "label": "Preferred Stock Amount Of Preferred Dividends In Arrears", "terseLabel": "Preferred Stock, Amount of Preferred Dividends in Arrears" } } }, "localname": "PreferredStockAmountOfPreferredDividendsInArrears", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PreferredStockDividendsIncomeStatementImpact": { "auth_ref": [], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10050.0, "parentTag": "us-gaap_NetIncomeLossAvailableToCommonStockholdersBasic", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of preferred stock dividends that is an adjustment to net income apportioned to common stockholders.", "label": "Preferred Stock Dividends Income Statement Impact", "negatedLabel": "Dividends on Series A-1 convertible preferred stock" } } }, "localname": "PreferredStockDividendsIncomeStatementImpact", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_PreferredStockLiquidationPreference": { "auth_ref": [ "r30", "r121", "r334", "r347", "r348" ], "lang": { "en-us": { "role": { "documentation": "The per share liquidation preference (or restrictions) of nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) that has a preference in involuntary liquidation considerably in excess of the par or stated value of the shares. The liquidation preference is the difference between the preference in liquidation and the par or stated values of the share.", "label": "Preferred Stock Liquidation Preference", "terseLabel": "Preferred Stock, Liquidation Preference Per Share" } } }, "localname": "PreferredStockLiquidationPreference", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_PreferredStockMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Preferred shares may provide a preferential dividend to the dividend on common stock and may take precedence over common stock in the event of a liquidation. Preferred shares typically represent an ownership interest in the company.", "label": "Preferred Stock [Member]", "terseLabel": "Preferred Stock [Member]" } } }, "localname": "PreferredStockMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "us-gaap_PreferredStockParOrStatedValuePerShare": { "auth_ref": [ "r30", "r329" ], "lang": { "en-us": { "role": { "documentation": "Face amount or stated value per share of preferred stock nonredeemable or redeemable solely at the option of the issuer.", "label": "Preferred Stock Par Or Stated Value Per Share", "terseLabel": "Preferred stock, par value" } } }, "localname": "PreferredStockParOrStatedValuePerShare", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlowsParenthetical" ], "xbrltype": "perShareItemType" }, "us-gaap_PreferredStockPerShareAmountsOfPreferredDividendsInArrears": { "auth_ref": [ "r349" ], "lang": { "en-us": { "role": { "documentation": "Per share amount of cumulative preferred dividends in arrears.", "label": "Preferred Stock Per Share Amounts Of Preferred Dividends In Arrears", "verboseLabel": "Preferred Stock, Per Share Amounts of Preferred Dividends in Arrears" } } }, "localname": "PreferredStockPerShareAmountsOfPreferredDividendsInArrears", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_PreferredStockRedemptionAmount": { "auth_ref": [ "r55", "r328" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The redemption (or callable) amount of currently redeemable preferred stock. Includes amounts representing dividends not currently declared or paid but which will be payable under the redemption features or for which ultimate payment is solely within the control of the issuer.", "label": "Preferred Stock Redemption Amount", "terseLabel": "Preferred Stock, Redemption Amount" } } }, "localname": "PreferredStockRedemptionAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PreferredStockSharesAuthorized": { "auth_ref": [ "r30" ], "lang": { "en-us": { "role": { "documentation": "The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws.", "label": "Preferred Stock Shares Authorized", "terseLabel": "Preferred stock, shares authorized" } } }, "localname": "PreferredStockSharesAuthorized", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_PreferredStockSharesIssued": { "auth_ref": [ "r30", "r329" ], "lang": { "en-us": { "role": { "documentation": "Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt.", "label": "Preferred Stock Shares Issued", "terseLabel": "Series A-1 convertible preferred stock, shares issued" } } }, "localname": "PreferredStockSharesIssued", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_PreferredStockSharesOutstanding": { "auth_ref": [ "r30" ], "lang": { "en-us": { "role": { "documentation": "Aggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased.", "label": "Preferred Stock Shares Outstanding", "terseLabel": "Series A-1 convertible preferred stock, shares outstanding" } } }, "localname": "PreferredStockSharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_PreferredStockValue": { "auth_ref": [ "r30", "r635" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10130.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate par or stated value of issued nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable preferred shares, par value and other disclosure concepts are in another section within stockholders' equity.", "label": "Preferred Stock Value", "terseLabel": "Series A-1 convertible preferred stock; 31,620 shares designated, issued, and outstanding at December 31, 2021 and 2020; liquidation value of $33,460 and $33,250 at December 31, 2021, and 2020, respectively" } } }, "localname": "PreferredStockValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_PrepaidExpenseCurrent": { "auth_ref": [ "r9", "r11", "r236", "r237" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10340.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of asset related to consideration paid in advance for costs that provide economic benefits within a future period of one year or the normal operating cycle, if longer.", "label": "Prepaid Expense Current", "terseLabel": "Prepaid expenses" } } }, "localname": "PrepaidExpenseCurrent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromCollaborators": { "auth_ref": [ "r103" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Cash received from collaborators during the current period.", "label": "Proceeds From Collaborators", "terseLabel": "Proceeds from collaborators" } } }, "localname": "ProceedsFromCollaborators", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromIssuanceOfCommonStock": { "auth_ref": [ "r96" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from the additional capital contribution to the entity.", "label": "Proceeds From Issuance Of Common Stock", "terseLabel": "Net proceeds from issuance of common stock" } } }, "localname": "ProceedsFromIssuanceOfCommonStock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromIssuanceOfConvertiblePreferredStock": { "auth_ref": [ "r96" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from issuance of preferred stocks identified as being convertible into another form of financial instrument, typically the entity's common stock.", "label": "Proceeds From Issuance Of Convertible Preferred Stock", "verboseLabel": "Aggregate proceeds from issuance of convertible prederred stock" } } }, "localname": "ProceedsFromIssuanceOfConvertiblePreferredStock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromIssuanceOfLongTermDebt": { "auth_ref": [ "r97" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10090.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from a debt initially having maturity due after one year or beyond the operating cycle, if longer.", "label": "Proceeds From Issuance Of Long Term Debt", "terseLabel": "Proceeds from issuance of long-term debt" } } }, "localname": "ProceedsFromIssuanceOfLongTermDebt", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromIssuanceOrSaleOfEquity": { "auth_ref": [ "r96" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10050.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from the issuance of common stock, preferred stock, treasury stock, stock options, and other types of equity.", "label": "Proceeds From Issuance Or Sale Of Equity", "terseLabel": "Net proceeds from sale of equity" } } }, "localname": "ProceedsFromIssuanceOrSaleOfEquity", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromLoans": { "auth_ref": [ "r104" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Cash received from principal payments made on loans related to operating activities.", "label": "Proceeds From Loans", "terseLabel": "Aggregate loan proceeds" } } }, "localname": "ProceedsFromLoans", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromSaleOfPropertyPlantAndEquipment": { "auth_ref": [ "r92" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10130.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from the sale of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale.", "label": "Proceeds From Sale Of Property Plant And Equipment", "terseLabel": "Proceeds from sale of property, plant and equipment" } } }, "localname": "ProceedsFromSaleOfPropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromStockPlans": { "auth_ref": [ "r96" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow associated with the amount received from the stock plan during the period.", "label": "Proceeds From Stock Plans", "terseLabel": "Proceeds from Stock Plans" } } }, "localname": "ProceedsFromStockPlans", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProductAndServiceOtherMember": { "auth_ref": [ "r385" ], "lang": { "en-us": { "role": { "documentation": "Article or substance produced by nature, labor or machinery and act of providing assistance, classified as other.", "label": "Product And Service Other [Member]", "terseLabel": "Other Revenues [Member]" } } }, "localname": "ProductAndServiceOtherMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "domainItemType" }, "us-gaap_ProfitLoss": { "auth_ref": [ "r5", "r74", "r76", "r81", "r101", "r124", "r136", "r148", "r149", "r185", "r193", "r195", "r198", "r200", "r222", "r277", "r278", "r279", "r281", "r282", "r283", "r284", "r285", "r286", "r287", "r524", "r529", "r531", "r538", "r539", "r552", "r572", "r694" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10170.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 }, "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10040.0, "parentTag": "us-gaap_NetIncomeLossAvailableToCommonStockholdersBasic", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.", "label": "Profit Loss", "terseLabel": "Net loss", "totalLabel": "Net loss" } } }, "localname": "ProfitLoss", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Property Plant And Equipment [Abstract]" } } }, "localname": "PropertyPlantAndEquipmentAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentByTypeAxis": { "auth_ref": [ "r43", "r265" ], "lang": { "en-us": { "role": { "documentation": "Information by type of long-lived, physical assets used to produce goods and services and not intended for resale.", "label": "Property Plant And Equipment By Type [Axis]", "terseLabel": "Long-Lived Tangible Asset" } } }, "localname": "PropertyPlantAndEquipmentByTypeAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentDisclosureTextBlock": { "auth_ref": [ "r268", "r752", "r753", "r754" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for long-lived, physical asset used in normal conduct of business and not intended for resale. Includes, but is not limited to, work of art, historical treasure, and similar asset classified as collections.", "label": "Property Plant And Equipment Disclosure [Text Block]", "terseLabel": "Property, Plant and Equipment" } } }, "localname": "PropertyPlantAndEquipmentDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipment" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentEstimatedUsefulLives": { "auth_ref": [ "r260" ], "lang": { "en-us": { "role": { "documentation": "Describes the periods of time over which an entity anticipates to receive utility from its property, plant and equipment (that is, the periods of time over which an entity allocates the initial cost of its property, plant and equipment).", "label": "Property Plant And Equipment Estimated Useful Lives", "terseLabel": "Property, Plant and Equipment, Useful Life" } } }, "localname": "PropertyPlantAndEquipmentEstimatedUsefulLives", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentGross": { "auth_ref": [ "r42", "r263" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails": { "order": 10010.0, "parentTag": "us-gaap_PropertyPlantAndEquipmentNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.", "label": "Property Plant And Equipment Gross", "terseLabel": "Property, Plant and Equipment, Gross" } } }, "localname": "PropertyPlantAndEquipmentGross", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Property Plant And Equipment [Line Items]", "terseLabel": "Property, Plant and Equipment [Line Items]" } } }, "localname": "PropertyPlantAndEquipmentLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentNet": { "auth_ref": [ "r19", "r20", "r265", "r635", "r696", "r710" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10260.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.", "label": "Property Plant And Equipment Net", "terseLabel": "Property, plant and equipment, net of accumulated amortization and depreciation of $50,539 and $47,201 at December 31, 2021 and 2020, respectively", "totalLabel": "Property, Plant and Equipment, Net" } } }, "localname": "PropertyPlantAndEquipmentNet", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentPolicyTextBlock": { "auth_ref": [ "r41", "r265", "r752", "r753" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for long-lived, physical asset used in normal conduct of business and not intended for resale. Includes, but is not limited to, work of art, historical treasure, and similar asset classified as collections.", "label": "Property Plant And Equipment Policy [Text Block]", "terseLabel": "Property, Plant and Equipment" } } }, "localname": "PropertyPlantAndEquipmentPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentTextBlock": { "auth_ref": [ "r19", "r265" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation.", "label": "Property Plant And Equipment [Text Block]", "terseLabel": "Schedule of Property, Plant and Equipment, net" } } }, "localname": "PropertyPlantAndEquipmentTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentTypeDomain": { "auth_ref": [ "r19", "r263" ], "lang": { "en-us": { "role": { "documentation": "Listing of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale. Examples include land, buildings, machinery and equipment, and other types of furniture and equipment including, but not limited to, office equipment, furniture and fixtures, and computer equipment and software.", "label": "Property Plant And Equipment Type [Domain]", "terseLabel": "Long-Lived Tangible Asset" } } }, "localname": "PropertyPlantAndEquipmentTypeDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PropertyPlantAndEquipmentUsefulLife": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Useful life of long lived, physical assets used in the normal conduct of business and not intended for resale, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Examples include, but not limited to, land, buildings, machinery and equipment, office equipment, furniture and fixtures, and computer equipment.", "label": "Property Plant And Equipment Useful Life", "terseLabel": "Property, Plant and Equipment, Useful Life" } } }, "localname": "PropertyPlantAndEquipmentUsefulLife", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails" ], "xbrltype": "durationItemType" }, "us-gaap_ReceivablesPolicyTextBlock": { "auth_ref": [ "r211", "r214", "r215", "r216" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for receivable. Includes, but is not limited to, accounts receivable and financing receivable.", "label": "Receivables Policy [Text Block]", "terseLabel": "Accounts Receivable" } } }, "localname": "ReceivablesPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ReconciliationOfUnrecognizedTaxBenefitsExcludingAmountsPertainingToExaminedTaxReturnsRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Reconciliation Of Unrecognized Tax Benefits Excluding Amounts Pertaining To Examined Tax Returns Roll Forward", "terseLabel": "Reconciliation of Unrecognized Tax Benefits [Roll Forward]" } } }, "localname": "ReconciliationOfUnrecognizedTaxBenefitsExcludingAmountsPertainingToExaminedTaxReturnsRollForward", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesUnrecognizedTaxBenefitsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RelatedPartyDomain": { "auth_ref": [ "r406", "r625", "r626" ], "lang": { "en-us": { "role": { "documentation": "Related parties include affiliates; other entities for which investments are accounted for by the equity method by the entity; trusts for benefit of employees; and principal owners, management, and members of immediate families. It also may include other parties with which the entity may control or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests.", "label": "Related Party [Domain]", "terseLabel": "Related Party" } } }, "localname": "RelatedPartyDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RelatedPartyTransactionAxis": { "auth_ref": [ "r406", "r625", "r626", "r629" ], "lang": { "en-us": { "role": { "documentation": "Information by type of related party transaction.", "label": "Related Party Transaction [Axis]", "terseLabel": "Related Party Transaction" } } }, "localname": "RelatedPartyTransactionAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RelatedPartyTransactionDomain": { "auth_ref": [ "r406" ], "lang": { "en-us": { "role": { "documentation": "Transaction between related party.", "label": "Related Party Transaction [Domain]", "terseLabel": "Related Party Transaction" } } }, "localname": "RelatedPartyTransactionDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RelatedPartyTransactionLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Related Party Transaction [Line Items]", "terseLabel": "Related Party Transaction [Line Items]" } } }, "localname": "RelatedPartyTransactionLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RelatedPartyTransactionsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Related Party Transactions [Abstract]" } } }, "localname": "RelatedPartyTransactionsAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_RelatedPartyTransactionsByRelatedPartyAxis": { "auth_ref": [ "r406", "r625", "r629", "r669", "r670", "r671", "r672", "r673", "r674", "r675", "r676", "r677", "r678", "r679", "r680" ], "lang": { "en-us": { "role": { "documentation": "Information by type of related party. Related parties include, but not limited to, affiliates; other entities for which investments are accounted for by the equity method by the entity; trusts for benefit of employees; and principal owners, management, and members of immediate families. It also may include other parties with which the entity may control or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests.", "label": "Related Party Transactions By Related Party [Axis]", "terseLabel": "Related Party" } } }, "localname": "RelatedPartyTransactionsByRelatedPartyAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RelatedPartyTransactionsDisclosureTextBlock": { "auth_ref": [ "r623", "r624", "r626", "r630", "r631" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.", "label": "Related Party Transactions Disclosure [Text Block]", "terseLabel": "Related Party Transactions" } } }, "localname": "RelatedPartyTransactionsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactions" ], "xbrltype": "textBlockItemType" }, "us-gaap_RepaymentsOfDebt": { "auth_ref": [ "r98" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10110.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow during the period from the repayment of aggregate short-term and long-term debt. Excludes payment of capital lease obligations.", "label": "Repayments Of Debt", "negatedLabel": "Repayments of debt", "terseLabel": "Remaining debt payment" } } }, "localname": "RepaymentsOfDebt", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ResearchAndDevelopmentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Research And Development [Abstract]" } } }, "localname": "ResearchAndDevelopmentAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_ResearchAndDevelopmentArrangementContractToPerformForOthersByTypeAxis": { "auth_ref": [ "r472", "r473" ], "lang": { "en-us": { "role": { "documentation": "Information by form of arrangement related to research and development.", "label": "Research And Development Arrangement Contract To Perform For Others By Type [Axis]", "terseLabel": "Research and Development Arrangement, Contract to Perform for Others, Type" } } }, "localname": "ResearchAndDevelopmentArrangementContractToPerformForOthersByTypeAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ResearchAndDevelopmentArrangementContractToPerformForOthersTypeDomain": { "auth_ref": [ "r472", "r473" ], "lang": { "en-us": { "role": { "documentation": "Listing of significant agreements under research and development arrangements accounted for as a contract to perform research and development for others.", "label": "Research And Development Arrangement Contract To Perform For Others Type [Domain]", "terseLabel": "Research and Development Arrangement, Contract to Perform for Others, Type" } } }, "localname": "ResearchAndDevelopmentArrangementContractToPerformForOthersTypeDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ResearchAndDevelopmentExpense": { "auth_ref": [ "r471", "r661", "r767" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10140.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate costs incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process whether intended for sale or the entity's use, during the reporting period charged to research and development projects, including the costs of developing computer software up to the point in time of achieving technological feasibility, and costs allocated in accounting for a business combination to in-process projects deemed to have no alternative future use.", "label": "Research And Development Expense", "negatedLabel": "Research and development" } } }, "localname": "ResearchAndDevelopmentExpense", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_ResearchAndDevelopmentExpenseMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Primary financial statement caption in which the reported facts about research and development expense have been included.", "label": "Research And Development Expense [Member]", "terseLabel": "Research and Development [Member]", "verboseLabel": "Research and Development Expense [Member]" } } }, "localname": "ResearchAndDevelopmentExpenseMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfShareBasedCompensationExpenseDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ResearchAndDevelopmentExpensePolicy": { "auth_ref": [ "r471" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for costs it has incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process.", "label": "Research And Development Expense Policy", "terseLabel": "Research and Development" } } }, "localname": "ResearchAndDevelopmentExpensePolicy", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_RestrictedAssetsDisclosureTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for assets that are restricted in their use, generally by contractual agreements or regulatory requirements. This would include, but not limited to, a description of the restricted assets and the terms of the restriction.", "label": "Restricted Assets Disclosure [Text Block]", "terseLabel": "Restricted Cash" } } }, "localname": "RestrictedAssetsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCash" ], "xbrltype": "textBlockItemType" }, "us-gaap_RestrictedCashAndCashEquivalents": { "auth_ref": [ "r18", "r110", "r116", "r681", "r705" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashScheduleOfReconciliationOfCashCashEquivalentsAndRestrictedCashDetails": { "order": 10020.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash and cash equivalents restricted as to withdrawal or usage. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Restricted Cash And Cash Equivalents", "terseLabel": "Restricted cash" } } }, "localname": "RestrictedCashAndCashEquivalents", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashScheduleOfReconciliationOfCashCashEquivalentsAndRestrictedCashDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestrictedCashAndCashEquivalentsCashAndCashEquivalentsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Type of cash and cash equivalent. Cash is currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Restricted Cash And Cash Equivalents Cash And Cash Equivalents [Member]", "terseLabel": "Cash and Cash Equivalents" } } }, "localname": "RestrictedCashAndCashEquivalentsCashAndCashEquivalentsMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsScheduleOfCashEquivalentsAndShortTermInvestmentsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RestrictedStockMember": { "auth_ref": [ "r161" ], "lang": { "en-us": { "role": { "documentation": "Stock including a provision that prohibits sale or substantive sale of an equity instrument for a specified period of time or until specified performance conditions are met.", "label": "Restricted Stock [Member]", "terseLabel": "Non-vested Shares [Member]", "verboseLabel": "Restricted Stock [Member]" } } }, "localname": "RestrictedStockMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesScheduleOfAntiDilutiveSecuritiesExcludedFromComputationOfDilutedWeightedAverageSharesOutstandingDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RetainedEarningsAccumulatedDeficit": { "auth_ref": [ "r35", "r355", "r465", "r635", "r707", "r726", "r731" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10170.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cumulative amount of the reporting entity's undistributed earnings or deficit.", "label": "Retained Earnings Accumulated Deficit", "negatedLabel": "Accumulated deficit", "terseLabel": "Accumulated deficit" } } }, "localname": "RetainedEarningsAccumulatedDeficit", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDescriptionOfBusinessNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "us-gaap_RetainedEarningsMember": { "auth_ref": [ "r2", "r132", "r133", "r134", "r137", "r146", "r149", "r229", "r462", "r463", "r464", "r500", "r501", "r550", "r722", "r724" ], "lang": { "en-us": { "role": { "documentation": "The cumulative amount of the reporting entity's undistributed earnings or deficit.", "label": "Retained Earnings [Member]", "terseLabel": "Accumulated Deficit [Member]" } } }, "localname": "RetainedEarningsMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "us-gaap_RevenueCommissionersIrelandMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax department of the government of Ireland.", "label": "Revenue Commissioners Ireland [Member]", "terseLabel": "Ireland [Member]" } } }, "localname": "RevenueCommissionersIrelandMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RevenueFromContractWithCustomerAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Revenue From Contract With Customer [Abstract]" } } }, "localname": "RevenueFromContractWithCustomerAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_RevenueFromContractWithCustomerExcludingAssessedTax": { "auth_ref": [ "r182", "r183", "r192", "r196", "r197", "r201", "r202", "r207", "r380", "r381", "r663" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10120.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.", "label": "Revenue From Contract With Customer Excluding Assessed Tax", "positiveTerseLabel": "Revenue recognized", "terseLabel": "Total revenues", "verboseLabel": "Revenue" } } }, "localname": "RevenueFromContractWithCustomerExcludingAssessedTax", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersSummaryOfDisaggregationOfRevenueDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_RevenueFromContractWithCustomerPolicyTextBlock": { "auth_ref": [ "r119", "r372", "r373", "r374", "r375", "r376", "r377", "r378", "r379", "r392" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for revenue from contract with customer.", "label": "Revenue From Contract With Customer Policy [Text Block]", "terseLabel": "Revenue Recognition" } } }, "localname": "RevenueFromContractWithCustomerPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_RevenueFromContractWithCustomerTextBlock": { "auth_ref": [ "r362", "r363", "r364", "r365", "r366", "r367", "r370", "r371", "r384", "r392" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.", "label": "Revenue From Contract With Customer [Text Block]", "terseLabel": "Revenue from Contracts with Customers" } } }, "localname": "RevenueFromContractWithCustomerTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomers" ], "xbrltype": "textBlockItemType" }, "us-gaap_RevenueFromExternalCustomersByGeographicAreasTableTextBlock": { "auth_ref": [ "r204" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of revenue from external customers by geographic areas attributed to the entity's country of domicile and to foreign countries from which the entity derives revenue.", "label": "Revenue From External Customers By Geographic Areas Table [Text Block]", "terseLabel": "Revenue by Geographic Areas" } } }, "localname": "RevenueFromExternalCustomersByGeographicAreasTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_RevenuePerformanceObligationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Revenue Performance Obligation [Abstract]" } } }, "localname": "RevenuePerformanceObligationAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_RevenueRemainingPerformanceObligation": { "auth_ref": [ "r368" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of transaction price allocated to performance obligation that has not been recognized as revenue.", "label": "Revenue Remaining Performance Obligation", "terseLabel": "Expect to recognize deferred research and development revenue" } } }, "localname": "RevenueRemainingPerformanceObligation", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails1" ], "xbrltype": "monetaryItemType" }, "us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]", "terseLabel": "Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]" } } }, "localname": "RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails1" ], "xbrltype": "stringItemType" }, "us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionPeriod1": { "auth_ref": [ "r369" ], "lang": { "en-us": { "role": { "documentation": "Period in which remaining performance obligation is expected to be recognized as revenue, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Revenue Remaining Performance Obligation Expected Timing Of Satisfaction Period1", "terseLabel": "Revenue, remaining performance obligation, expected timing of satisfaction, period" } } }, "localname": "RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionPeriod1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails1" ], "xbrltype": "durationItemType" }, "us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionStartDateAxis": { "auth_ref": [ "r369" ], "lang": { "en-us": { "role": { "documentation": "Start date of time band for expected timing of satisfaction of remaining performance obligation, in YYYY-MM-DD format.", "label": "Revenue Remaining Performance Obligation Expected Timing Of Satisfaction Start Date [Axis]", "terseLabel": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date" } } }, "localname": "RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionStartDateAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails1" ], "xbrltype": "stringItemType" }, "us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about expected timing for satisfying remaining performance obligation.", "label": "Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Table]", "terseLabel": "Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Table]" } } }, "localname": "RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails1" ], "xbrltype": "stringItemType" }, "us-gaap_RevenuesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Revenues [Abstract]", "terseLabel": "Revenue:" } } }, "localname": "RevenuesAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "stringItemType" }, "us-gaap_RevenuesFromExternalCustomersAndLongLivedAssetsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Revenues From External Customers And Long Lived Assets [Line Items]", "terseLabel": "Revenues From External Customers And Long Lived Assets [Line Items]" } } }, "localname": "RevenuesFromExternalCustomersAndLongLivedAssetsLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RightOfUseAssetObtainedInExchangeForFinanceLeaseLiability": { "auth_ref": [ "r616", "r621" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in right-of-use asset obtained in exchange for finance lease liability.", "label": "Right Of Use Asset Obtained In Exchange For Finance Lease Liability", "terseLabel": "Lease right-of-use assets obtained in exchange for new finance lease liabilities" } } }, "localname": "RightOfUseAssetObtainedInExchangeForFinanceLeaseLiability", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_RightOfUseAssetObtainedInExchangeForOperatingLeaseLiability": { "auth_ref": [ "r616", "r621" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in right-of-use asset obtained in exchange for operating lease liability.", "label": "Right Of Use Asset Obtained In Exchange For Operating Lease Liability", "terseLabel": "Lease right-of-use assets obtained in exchange for new operating lease liabilities" } } }, "localname": "RightOfUseAssetObtainedInExchangeForOperatingLeaseLiability", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_SalesRevenueNetMember": { "auth_ref": [ "r174", "r207" ], "lang": { "en-us": { "role": { "documentation": "Revenue from sale of product and rendering of service and other sources of income, when it serves as benchmark in concentration of risk calculation.", "label": "Sales Revenue Net [Member]", "terseLabel": "Revenue [Member]" } } }, "localname": "SalesRevenueNetMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRevenueRecognitionNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ScheduleOfAccruedLiabilitiesTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the components of accrued liabilities.", "label": "Schedule Of Accrued Liabilities Table [Text Block]", "terseLabel": "Schedule of Accrued Liabilities" } } }, "localname": "ScheduleOfAccruedLiabilitiesTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureAccruedLiabilitiesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTable": { "auth_ref": [ "r161" ], "lang": { "en-us": { "role": { "documentation": "Schedule for securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) in the future that were not included in the computation of diluted EPS because to do so would increase EPS amounts or decrease loss per share amounts for the period presented, by Antidilutive Securities.", "label": "Schedule Of Antidilutive Securities Excluded From Computation Of Earnings Per Share [Table]", "terseLabel": "Schedule Of Antidilutive Securities Excluded From Computation Of Earnings Per Share [Table]" } } }, "localname": "ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesScheduleOfAntiDilutiveSecuritiesExcludedFromComputationOfDilutedWeightedAverageSharesOutstandingDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock": { "auth_ref": [ "r161" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) in the future that were not included in the computation of diluted EPS because to do so would increase EPS amounts or decrease loss per share amounts for the period presented, by antidilutive securities.", "label": "Schedule Of Antidilutive Securities Excluded From Computation Of Earnings Per Share [Text Block]", "terseLabel": "Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding" } } }, "localname": "ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfBusinessAcquisitionsByAcquisitionTable": { "auth_ref": [ "r511", "r512" ], "lang": { "en-us": { "role": { "documentation": "Schedule reflecting each material business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities.", "label": "Schedule Of Business Acquisitions By Acquisition [Table]", "terseLabel": "Schedule Of Business Acquisitions By Acquisition [Table]" } } }, "localname": "ScheduleOfBusinessAcquisitionsByAcquisitionTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureBusinessAcquisitionsNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfCashAndCashEquivalentsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Schedule of cash and cash equivalent balances. This table excludes restricted cash balances.", "label": "Schedule Of Cash And Cash Equivalents [Table]", "terseLabel": "Schedule Of Cash And Cash Equivalents [Table]" } } }, "localname": "ScheduleOfCashAndCashEquivalentsTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsAdditionalInformationsDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsScheduleOfCashEquivalentsAndShortTermInvestmentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfCashAndCashEquivalentsTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the components of cash and cash equivalents.", "label": "Schedule Of Cash And Cash Equivalents Table [Text Block]", "terseLabel": "Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash" } } }, "localname": "ScheduleOfCashAndCashEquivalentsTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRestrictedCashTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfCashCashEquivalentsAndShortTermInvestmentsTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the components of cash, cash equivalents, and investments.", "label": "Schedule Of Cash Cash Equivalents And Short Term Investments Table [Text Block]", "terseLabel": "Schedule of Cash Equivalents" } } }, "localname": "ScheduleOfCashCashEquivalentsAndShortTermInvestmentsTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfCompensationCostForShareBasedPaymentArrangementsAllocationOfShareBasedCompensationCostsByPlanTableTextBlock": { "auth_ref": [ "r453" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of cost recognized for award under share-based payment arrangement by plan. Includes, but is not limited to, related tax benefit.", "label": "Schedule Of Compensation Cost For Share Based Payment Arrangements Allocation Of Share Based Compensation Costs By Plan Table [Text Block]", "terseLabel": "Schedule of Share-Based Compensation Expense" } } }, "localname": "ScheduleOfCompensationCostForShareBasedPaymentArrangementsAllocationOfShareBasedCompensationCostsByPlanTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfDebtTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of information pertaining to short-term and long-debt instruments or arrangements, including but not limited to identification of terms, features, collateral requirements and other information necessary to a fair presentation.", "label": "Schedule Of Debt Table [Text Block]", "terseLabel": "Schedule of Debt Obligations" } } }, "localname": "ScheduleOfDebtTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfDeferredCompensationArrangementWithIndividualShareBasedPaymentsTable": { "auth_ref": [ "r393", "r395", "r424", "r457" ], "lang": { "en-us": { "role": { "documentation": "Schedule, table or text reflecting equity-based arrangements (such as stock or unit options and stock or unit awards) with individual employees, which are generally based on employment contracts between the entity and one or more selected officers or key employees, and which contain a promise by the employer to pay certain equity-based awards at future dates, sometimes including a period after retirement, upon compliance with stipulated requirements. This type of arrangement is distinguished from broader based employee benefit plans as it is usually tailored to the employee. Disclosure also typically includes the amount of related compensation expense recognized during the reporting period, the number of shares or units issued during the period under such arrangements, and the carrying amount as of the balance sheet date of the related liability.", "label": "Schedule Of Deferred Compensation Arrangement With Individual Share Based Payments [Table]", "terseLabel": "Schedule Of Deferred Compensation Arrangement With Individual Share Based Payments [Table]" } } }, "localname": "ScheduleOfDeferredCompensationArrangementWithIndividualShareBasedPaymentsTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock": { "auth_ref": [ "r490" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the components of net deferred tax asset or liability recognized in an entity's statement of financial position, including the following: the total of all deferred tax liabilities, the total of all deferred tax assets, the total valuation allowance recognized for deferred tax assets.", "label": "Schedule Of Deferred Tax Assets And Liabilities Table [Text Block]", "terseLabel": "Schedule of Deferred Tax Assets and Liabilities" } } }, "localname": "ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock": { "auth_ref": [ "r479" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the reconciliation using percentage or dollar amounts of the reported amount of income tax expense attributable to continuing operations for the year to the amount of income tax expense that would result from applying domestic federal statutory tax rates to pretax income from continuing operations.", "label": "Schedule Of Effective Income Tax Rate Reconciliation Table [Text Block]", "terseLabel": "Schedule of Effective Income Tax Rate Reconciliation" } } }, "localname": "ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTable": { "auth_ref": [ "r423", "r453", "r467" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about amount recognized for award under share-based payment arrangement. Includes, but is not limited to, amount expensed in statement of income or comprehensive income, amount capitalized in statement of financial position, and corresponding reporting line item in financial statements.", "label": "Schedule Of Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Table]", "terseLabel": "Schedule Of Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Table]" } } }, "localname": "ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfShareBasedCompensationExpenseDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfFiniteLivedIntangibleAssetsTable": { "auth_ref": [ "r249", "r253", "r664" ], "lang": { "en-us": { "role": { "documentation": "Schedule of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Schedule Of Finite Lived Intangible Assets [Table]", "terseLabel": "Schedule Of Finite Lived Intangible Assets [Table]" } } }, "localname": "ScheduleOfFiniteLivedIntangibleAssetsTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfGoodwillTextBlock": { "auth_ref": [ "r244", "r246" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.", "label": "Schedule Of Goodwill [Text Block]", "terseLabel": "Schedule of Changes in Goodwill" } } }, "localname": "ScheduleOfGoodwillTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfNonvestedShareActivityTableTextBlock": { "auth_ref": [ "r436" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the changes in outstanding nonvested shares.", "label": "Schedule Of Nonvested Share Activity Table [Text Block]", "terseLabel": "Summary of Non-vested Stock Activity" } } }, "localname": "ScheduleOfNonvestedShareActivityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfPropertyPlantAndEquipmentTable": { "auth_ref": [ "r43", "r265" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation.", "label": "Schedule Of Property Plant And Equipment [Table]", "terseLabel": "Schedule Of Property Plant And Equipment [Table]" } } }, "localname": "ScheduleOfPropertyPlantAndEquipmentTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosurePropertyPlantAndEquipmentScheduleOfPropertyPlantAndEquipmentNetDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfRelatedPartyTransactionsByRelatedPartyTable": { "auth_ref": [ "r627", "r629" ], "lang": { "en-us": { "role": { "documentation": "Schedule of quantitative and qualitative information pertaining to related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.", "label": "Schedule Of Related Party Transactions By Related Party [Table]", "terseLabel": "Schedule Of Related Party Transactions By Related Party [Table]" } } }, "localname": "ScheduleOfRelatedPartyTransactionsByRelatedPartyTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRelatedPartyTransactionsNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfRevenuesFromExternalCustomersAndLongLivedAssetsTable": { "auth_ref": [ "r83", "r206" ], "lang": { "en-us": { "role": { "documentation": "Schedule of material long-lived assets (excluding financial instruments, customer relationships with financial institutions, mortgage and other servicing rights, deferred policy acquisition costs, and deferred taxes assets) located in identified geographic areas and/or the amount of revenue from external customers attributed to that country from which revenue is material. An entity may also provide subtotals of geographic information about groups of countries.", "label": "Schedule Of Revenues From External Customers And Long Lived Assets [Table]", "terseLabel": "Schedule Of Revenues From External Customers And Long Lived Assets [Table]" } } }, "localname": "ScheduleOfRevenuesFromExternalCustomersAndLongLivedAssetsTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGeographicalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock": { "auth_ref": [ "r430", "r441", "r444" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure for stock option plans. Includes, but is not limited to, outstanding awards at beginning and end of year, grants, exercises, forfeitures, and weighted-average grant date fair value.", "label": "Schedule Of Share Based Compensation Stock Options Activity Table [Text Block]", "terseLabel": "Schedule of Stock Option Activity" } } }, "localname": "ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock": { "auth_ref": [ "r447" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the significant assumptions used during the year to estimate the fair value of stock options, including, but not limited to: (a) expected term of share options and similar instruments, (b) expected volatility of the entity's shares, (c) expected dividends, (d) risk-free rate(s), and (e) discount for post-vesting restrictions.", "label": "Schedule Of Share Based Payment Award Stock Options Valuation Assumptions Table [Text Block]", "terseLabel": "Weighted Average Assumptions used to Estimate Fair Value of Options Granted" } } }, "localname": "ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfStockByClassTable": { "auth_ref": [ "r56", "r121", "r165", "r166", "r325", "r326", "r327", "r329", "r330", "r331", "r332", "r334", "r338", "r344", "r347", "r348", "r350", "r352", "r353", "r354", "r355" ], "lang": { "en-us": { "role": { "documentation": "Schedule detailing information related to equity by class of stock. Class of stock includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. It also includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity.", "label": "Schedule Of Stock By Class [Table]", "terseLabel": "Schedule Of Stock By Class [Table]" } } }, "localname": "ScheduleOfStockByClassTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_SegmentReportingPolicyPolicyTextBlock": { "auth_ref": [ "r186", "r187", "r188", "r189", "r190", "r191", "r202" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for segment reporting.", "label": "Segment Reporting Policy Policy [Text Block]", "terseLabel": "Segment Information" } } }, "localname": "SegmentReportingPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_SeniorSubordinatedNotesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A senior subordinated note is a bond that takes priority over other debt securities sold by the issuer. In the event the issuer goes bankrupt, senior subordinated debt holders receive priority for [must receive] repayment [prior] relative to junior and unsecured (general) creditors. However senior subordinated notes are junior to Senior Notes and Senior bond holders.", "label": "Senior Subordinated Notes [Member]", "terseLabel": "Senior Subordinated Notes [Member]" } } }, "localname": "SeniorSubordinatedNotesMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SeriesAPreferredStockMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Outstanding nonredeemable series A preferred stock or outstanding series A preferred stock. Classified within stockholders' equity if nonredeemable or redeemable solely at the option of the issuer. Classified within temporary equity if redemption is outside the control of the issuer.", "label": "Series A Preferred Stock [Member]", "terseLabel": "Series A convertible preferred stock [Member]" } } }, "localname": "SeriesAPreferredStockMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensation": { "auth_ref": [ "r107" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10190.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of noncash expense for share-based payment arrangement.", "label": "Share Based Compensation", "terseLabel": "Share-based compensation" } } }, "localname": "ShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Share Based Compensation [Abstract]" } } }, "localname": "ShareBasedCompensationAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1": { "auth_ref": [ "r425" ], "lang": { "en-us": { "role": { "documentation": "Period over which grantee's right to exercise award under share-based payment arrangement is no longer contingent on satisfaction of service or performance condition, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. Includes, but is not limited to, combination of market, performance or service condition.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Award Vesting Period1", "terseLabel": "Vesting period, minimum" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeitedInPeriod": { "auth_ref": [ "r434" ], "lang": { "en-us": { "role": { "documentation": "The number of equity-based payment instruments, excluding stock (or unit) options, that were forfeited during the reporting period.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Forfeited In Period", "negatedLabel": "Non-vested Shares Forfeited" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeitedInPeriod", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansSummaryOfNonVestedStockActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeituresWeightedAverageGrantDateFairValue": { "auth_ref": [ "r440" ], "lang": { "en-us": { "role": { "documentation": "Weighted average fair value as of the grant date of equity-based award plans other than stock (unit) option plans that were not exercised or put into effect as a result of the occurrence of a terminating event.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Forfeitures Weighted Average Grant Date Fair Value", "terseLabel": "Non-vested Shares Forfeited, Weighted Average Grant Date Fair Value" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeituresWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansSummaryOfNonVestedStockActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod": { "auth_ref": [ "r438" ], "lang": { "en-us": { "role": { "documentation": "The number of grants made during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan).", "label": "Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Grants In Period", "terseLabel": "Non-vested Shares Granted" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansSummaryOfNonVestedStockActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriodWeightedAverageGrantDateFairValue": { "auth_ref": [ "r438" ], "lang": { "en-us": { "role": { "documentation": "The weighted average fair value at grant date for nonvested equity-based awards issued during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan).", "label": "Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Grants In Period Weighted Average Grant Date Fair Value", "terseLabel": "Non-vested Shares Granted, Weighted Average Grant Date Fair Value" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriodWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansSummaryOfNonVestedStockActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber": { "auth_ref": [ "r437" ], "lang": { "en-us": { "role": { "documentation": "The number of non-vested equity-based payment instruments, excluding stock (or unit) options, that validly exist and are outstanding as of the balance sheet date.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Nonvested Number", "periodEndLabel": "Non-vested Shares Outstanding, Ending Balance", "periodStartLabel": "Non-vested Shares Outstanding, Beginning Balance" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansSummaryOfNonVestedStockActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValue": { "auth_ref": [ "r437" ], "lang": { "en-us": { "role": { "documentation": "Per share or unit weighted-average fair value of nonvested award under share-based payment arrangement. Excludes share and unit options.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Nonvested Weighted Average Grant Date Fair Value", "periodEndLabel": "Non-vested Shares Outstanding, Weighted Average Grant Date Fair Value, Ending Balance", "periodStartLabel": "Non-vested Shares Outstanding, Weighted Average Grant Date Fair Value, Beginning Balance" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansSummaryOfNonVestedStockActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriod": { "auth_ref": [ "r439" ], "lang": { "en-us": { "role": { "documentation": "The number of equity-based payment instruments, excluding stock (or unit) options, that vested during the reporting period.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Vested In Period", "negatedLabel": "Non-vested Shares Vested" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriod", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansSummaryOfNonVestedStockActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriodWeightedAverageGrantDateFairValue": { "auth_ref": [ "r439" ], "lang": { "en-us": { "role": { "documentation": "The weighted average fair value as of grant date pertaining to an equity-based award plan other than a stock (or unit) option plan for which the grantee gained the right during the reporting period, by satisfying service and performance requirements, to receive or retain shares or units, other instruments, or cash in accordance with the terms of the arrangement.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Vested In Period Weighted Average Grant Date Fair Value", "terseLabel": "Non-vested Shares Vested, Weighted Average Grant Date Fair Value", "verboseLabel": "Shares issued from vesting of non vested stock" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriodWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansSummaryOfNonVestedStockActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardExpirationDate": { "auth_ref": [ "r426" ], "lang": { "en-us": { "role": { "documentation": "Date the equity-based award expires, in YYYY-MM-DD format.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Expiration Date", "terseLabel": "Share-based compensation awards expiration date" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardExpirationDate", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "dateItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate": { "auth_ref": [ "r450" ], "lang": { "en-us": { "role": { "documentation": "The estimated dividend rate (a percentage of the share price) to be paid (expected dividends) to holders of the underlying shares over the option's term.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Dividend Rate", "terseLabel": "Dividend yield" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfFairValueOfOptionGrantedEstimatedOnDateOfGrantUsingWeightedAverageAssumptionsDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate": { "auth_ref": [ "r449" ], "lang": { "en-us": { "role": { "documentation": "The estimated measure of the percentage by which a share price is expected to fluctuate during a period. Volatility also may be defined as a probability-weighted measure of the dispersion of returns about the mean. The volatility of a share price is the standard deviation of the continuously compounded rates of return on the share over a specified period. That is the same as the standard deviation of the differences in the natural logarithms of the stock prices plus dividends, if any, over the period.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Volatility Rate", "terseLabel": "Expected volatility" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfFairValueOfOptionGrantedEstimatedOnDateOfGrantUsingWeightedAverageAssumptionsDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate": { "auth_ref": [ "r451" ], "lang": { "en-us": { "role": { "documentation": "The risk-free interest rate assumption that is used in valuing an option on its own shares.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Risk Free Interest Rate", "terseLabel": "Risk-free interest rate" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfFairValueOfOptionGrantedEstimatedOnDateOfGrantUsingWeightedAverageAssumptionsDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardMaximumNumberOfSharesPerEmployee": { "auth_ref": [ "r457" ], "lang": { "en-us": { "role": { "documentation": "The highest quantity of shares an employee can purchase under the plan per period.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Maximum Number Of Shares Per Employee", "terseLabel": "Maximum number of shares allowed to be purchased by employees" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardMaximumNumberOfSharesPerEmployee", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfSharesAuthorized": { "auth_ref": [ "r427" ], "lang": { "en-us": { "role": { "documentation": "Number of shares authorized for issuance under share-based payment arrangement.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Number Of Shares Authorized", "terseLabel": "Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfSharesAuthorized", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisesInPeriodTotalIntrinsicValue": { "auth_ref": [ "r443" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of accumulated difference between fair value of underlying shares on dates of exercise and exercise price on options exercised (or share units converted) into shares.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Exercises In Period Total Intrinsic Value", "terseLabel": "Total intrinsic value of options exercised" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisesInPeriodTotalIntrinsicValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExpirationsInPeriod": { "auth_ref": [ "r435" ], "lang": { "en-us": { "role": { "documentation": "Number of options or other stock instruments for which the right to exercise has lapsed under the terms of the plan agreements.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Expirations In Period", "negatedLabel": "Options Expired" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExpirationsInPeriod", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresInPeriod": { "auth_ref": [ "r434" ], "lang": { "en-us": { "role": { "documentation": "The number of shares under options that were cancelled during the reporting period as a result of occurrence of a terminating event specified in contractual agreements pertaining to the stock option plan.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Forfeitures In Period", "negatedLabel": "Options Forfeited" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresInPeriod", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodGross": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Gross number of share options (or share units) granted during the period.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Gross", "terseLabel": "Options Granted" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodGross", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageGrantDateFairValue": { "auth_ref": [ "r442" ], "lang": { "en-us": { "role": { "documentation": "The weighted average grant-date fair value of options granted during the reporting period as calculated by applying the disclosed option pricing methodology.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Weighted Average Grant Date Fair Value", "terseLabel": "Weighted average grant-date fair value of options granted" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingIntrinsicValue": { "auth_ref": [ "r457" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount by which the current fair value of the underlying stock exceeds the exercise price of options outstanding.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Intrinsic Value", "terseLabel": "Options Outstanding, Aggregate Intrinsic Value" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingIntrinsicValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber": { "auth_ref": [ "r432", "r457" ], "lang": { "en-us": { "role": { "documentation": "Number of options outstanding, including both vested and non-vested options.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Number", "periodEndLabel": "Options Outstanding, Ending Balance", "periodStartLabel": "Options Outstanding, Beginning Balance" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice": { "auth_ref": [ "r431" ], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which grantees can acquire the shares reserved for issuance under the stock option plan.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Weighted Average Exercise Price", "periodEndLabel": "Options Outstanding, Weighted Average Exercise Price, Ending Balance", "periodStartLabel": "Options Outstanding, Weighted Average Exercise Price, Beginning Balance" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestExercisableNumber": { "auth_ref": [ "r446" ], "lang": { "en-us": { "role": { "documentation": "Number of fully vested and expected to vest exercisable options that may be converted into shares under option plan. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Exercisable Number", "terseLabel": "Options Exercisable" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestExercisableNumber", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestExercisableWeightedAverageExercisePrice": { "auth_ref": [ "r446" ], "lang": { "en-us": { "role": { "documentation": "Weighted-average exercise price, at which grantee can acquire shares reserved for issuance, for fully vested and expected to vest exercisable or convertible options. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Exercisable Weighted Average Exercise Price", "terseLabel": "Options Exercisable, Weighted Average Exercise Price" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestExercisableWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingAggregateIntrinsicValue": { "auth_ref": [ "r444" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount by which current fair value of underlying stock exceeds exercise price of fully vested and expected to vest options outstanding. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding Aggregate Intrinsic Value", "terseLabel": "Options Vested or expected to vest, Aggregate Intrinsic Value" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingAggregateIntrinsicValue", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingNumber": { "auth_ref": [ "r445" ], "lang": { "en-us": { "role": { "documentation": "Number of fully vested and expected to vest options outstanding that can be converted into shares under option plan. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding Number", "terseLabel": "Options Vested or expected to vest" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingNumber", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingWeightedAverageExercisePrice": { "auth_ref": [ "r445" ], "lang": { "en-us": { "role": { "documentation": "Weighted-average exercise price, at which grantee can acquire shares reserved for issuance, for fully vested and expected to vest options outstanding. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding Weighted Average Exercise Price", "terseLabel": "Options Vested or expected to vest, Weighted Average Exercise Price" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardAwardTypeAndPlanNameDomain": { "auth_ref": [ "r422", "r428" ], "lang": { "en-us": { "role": { "documentation": "Award under share-based payment arrangement.", "label": "Share Based Compensation Arrangements By Share Based Payment Award Award Type And Plan Name [Domain]", "terseLabel": "Award Type" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardAwardTypeAndPlanNameDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExercisesInPeriodWeightedAverageExercisePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which option holders acquired shares when converting their stock options into shares.", "label": "Share Based Compensation Arrangements By Share Based Payment Award Options Exercises In Period Weighted Average Exercise Price", "terseLabel": "Options Exercised, Weighted Average Exercise Price" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExercisesInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExpirationsInPeriodWeightedAverageExercisePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which grantees could have acquired the underlying shares with respect to stock options of the plan that expired.", "label": "Share Based Compensation Arrangements By Share Based Payment Award Options Expirations In Period Weighted Average Exercise Price", "terseLabel": "Options Expired, Weighted Average Exercise Price" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExpirationsInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsForfeituresInPeriodWeightedAverageExercisePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which grantees could have acquired the underlying shares with respect to stock options that were terminated.", "label": "Share Based Compensation Arrangements By Share Based Payment Award Options Forfeitures In Period Weighted Average Exercise Price", "terseLabel": "Options Forfeited, Weighted Average Exercise Price" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsForfeituresInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageExercisePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average per share amount at which grantees can acquire shares of common stock by exercise of options.", "label": "Share Based Compensation Arrangements By Share Based Payment Award Options Grants In Period Weighted Average Exercise Price", "verboseLabel": "Options Granted, Weighted Average Exercise Price" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationOptionAndIncentivePlansPolicy": { "auth_ref": [ "r424", "r429" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for award under share-based payment arrangement. Includes, but is not limited to, methodology and assumption used in measuring cost.", "label": "Share Based Compensation Option And Incentive Plans Policy", "terseLabel": "Share-based Compensation" } } }, "localname": "ShareBasedCompensationOptionAndIncentivePlansPolicy", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_SharePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Price of a single share of a number of saleable stocks of a company.", "label": "Share Price", "terseLabel": "Number of shares purchased, price per share" } } }, "localname": "SharePrice", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardEquityInstrumentsOtherThanOptionsAggregateIntrinsicValueVested": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Intrinsic value of vested award under share-based payment arrangement. Excludes share and unit options.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Equity Instruments Other Than Options Aggregate Intrinsic Value Vested", "terseLabel": "Intrinsic value of shares vested" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardEquityInstrumentsOtherThanOptionsAggregateIntrinsicValueVested", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1": { "auth_ref": [ "r448", "r466" ], "lang": { "en-us": { "role": { "documentation": "Expected term of award under share-based payment arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Fair Value Assumptions Expected Term1", "terseLabel": "Expected term in years" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfFairValueOfOptionGrantedEstimatedOnDateOfGrantUsingWeightedAverageAssumptionsDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableIntrinsicValue1": { "auth_ref": [ "r457" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of difference between fair value of the underlying shares reserved for issuance and exercise price of vested portions of options outstanding and currently exercisable.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Options Exercisable Intrinsic Value1", "terseLabel": "Options Exercisable, Aggregate Intrinsic Value" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableIntrinsicValue1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableWeightedAverageRemainingContractualTerm1": { "auth_ref": [ "r457" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining contractual term for vested portions of options outstanding and currently exercisable or convertible, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Options Exercisable Weighted Average Remaining Contractual Term1", "terseLabel": "Options Exercisable, Weighted Average Remaining Contractual Term" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableWeightedAverageRemainingContractualTerm1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2": { "auth_ref": [ "r445" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining contractual term for option awards outstanding, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Options Outstanding Weighted Average Remaining Contractual Term2", "terseLabel": "Options Outstanding, Weighted Average Remaining Contractual Term" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedAndExpectedToVestExercisableWeightedAverageRemainingContractualTerm1": { "auth_ref": [ "r446" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining contractual term for fully vested and expected to vest exercisable or convertible options, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Options Vested And Expected To Vest Exercisable Weighted Average Remaining Contractual Term1", "terseLabel": "Options Vested or expected to vest, Weighted Average Remaining Contractual Term" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedAndExpectedToVestExercisableWeightedAverageRemainingContractualTerm1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharesIssuedPricePerShare": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Per share or per unit amount of equity securities issued.", "label": "Shares Issued Price Per Share", "terseLabel": "Number of shares purchased, price per share" } } }, "localname": "SharesIssuedPricePerShare", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_SharesOutstanding": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of shares issued which are neither cancelled nor held in the treasury.", "label": "Shares Outstanding", "periodEndLabel": "Balance, shares", "periodStartLabel": "Balance, shares" } } }, "localname": "SharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "sharesItemType" }, "us-gaap_SharesPaidForTaxWithholdingForShareBasedCompensation": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of shares used to settle grantee's tax withholding obligation for award under share-based payment arrangement.", "label": "Shares Paid For Tax Withholding For Share Based Compensation", "terseLabel": "Share withheld to cover taxes" } } }, "localname": "SharesPaidForTaxWithholdingForShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShortTermDebtTypeAxis": { "auth_ref": [ "r46" ], "lang": { "en-us": { "role": { "documentation": "Information by type of short-term debt arrangement.", "label": "Short Term Debt Type [Axis]", "terseLabel": "Short-term Debt, Type" } } }, "localname": "ShortTermDebtTypeAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShortTermDebtTypeDomain": { "auth_ref": [ "r45" ], "lang": { "en-us": { "role": { "documentation": "Type of short-term debt arrangement, such as notes, line of credit, commercial paper, asset-based financing, project financing, letter of credit financing.", "label": "Short Term Debt Type [Domain]", "terseLabel": "Short-term Debt, Type" } } }, "localname": "ShortTermDebtTypeDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtScheduleOfDebtObligationsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShortTermInvestments": { "auth_ref": [ "r22", "r690", "r691", "r701" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10320.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of investments including trading securities, available-for-sale securities, held-to-maturity securities, and short-term investments classified as other and current.", "label": "Short Term Investments", "terseLabel": "Short-term investments" } } }, "localname": "ShortTermInvestments", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsAdditionalInformationsDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShortTermInvestmentsMember": { "auth_ref": [ "r744", "r745", "r746", "r747" ], "lang": { "en-us": { "role": { "documentation": "Investments which are not otherwise included in another category or item that the entity has the intent to sell or dispose of within one year from the date of the balance sheet.", "label": "Short Term Investments [Member]", "terseLabel": "Short Term Investments [Member]" } } }, "localname": "ShortTermInvestmentsMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsAdditionalInformationsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SignificantAccountingPoliciesTextBlock": { "auth_ref": [ "r117", "r131" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for all significant accounting policies of the reporting entity.", "label": "Significant Accounting Policies [Text Block]", "terseLabel": "Summary of Significant Accounting Policies" } } }, "localname": "SignificantAccountingPoliciesTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_StateAndLocalJurisdictionMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax department of a state or local government entitled to levy and collect income taxes from the entity.", "label": "State And Local Jurisdiction [Member]", "terseLabel": "State and Local Jurisdiction [Member]" } } }, "localname": "StateAndLocalJurisdictionMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_StatementClassOfStockAxis": { "auth_ref": [ "r29", "r30", "r31", "r121", "r124", "r154", "r155", "r156", "r158", "r160", "r165", "r166", "r167", "r222", "r277", "r281", "r282", "r283", "r286", "r287", "r329", "r330", "r334", "r338", "r346", "r572", "r776" ], "lang": { "en-us": { "role": { "documentation": "Information by the different classes of stock of the entity.", "label": "Statement Class Of Stock [Axis]", "terseLabel": "Class of Stock" } } }, "localname": "StatementClassOfStockAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesScheduleOfAntiDilutiveSecuritiesExcludedFromComputationOfDilutedWeightedAverageSharesOutstandingDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "stringItemType" }, "us-gaap_StatementEquityComponentsAxis": { "auth_ref": [ "r2", "r60", "r79", "r80", "r81", "r132", "r133", "r134", "r137", "r146", "r149", "r164", "r229", "r346", "r355", "r462", "r463", "r464", "r500", "r501", "r550", "r590", "r591", "r592", "r593", "r594", "r596", "r722", "r723", "r724", "r783" ], "lang": { "en-us": { "role": { "documentation": "Information by component of equity.", "label": "Statement Equity Components [Axis]", "terseLabel": "Equity Components" } } }, "localname": "StatementEquityComponentsAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureNonControllingInterestScheduleOfChangesInNonControllingInterestDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "stringItemType" }, "us-gaap_StatementLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Statement [Line Items]", "terseLabel": "Statement [Line Items]" } } }, "localname": "StatementLineItems", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlowsParenthetical", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "stringItemType" }, "us-gaap_StatementOfCashFlowsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement Of Cash Flows [Abstract]" } } }, "localname": "StatementOfCashFlowsAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementOfFinancialPositionAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement Of Financial Position [Abstract]" } } }, "localname": "StatementOfFinancialPositionAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementOfIncomeAndComprehensiveIncomeAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement Of Income And Comprehensive Income [Abstract]" } } }, "localname": "StatementOfIncomeAndComprehensiveIncomeAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementOfStockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement Of Stockholders Equity [Abstract]" } } }, "localname": "StatementOfStockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementTable": { "auth_ref": [ "r132", "r133", "r134", "r164", "r663" ], "lang": { "en-us": { "role": { "documentation": "Schedule reflecting a Statement of Income, Statement of Cash Flows, Statement of Financial Position, Statement of Shareholders' Equity and Other Comprehensive Income, or other statement as needed.", "label": "Statement [Table]", "terseLabel": "Statement [Table]" } } }, "localname": "StatementTable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesScheduleOfLiabilityAccountDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlowsParenthetical", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "stringItemType" }, "us-gaap_StockAndWarrantsIssuedDuringPeriodValuePreferredStockAndWarrants": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value of preferred stock and warrants for common stock issued.", "label": "Stock And Warrants Issued During Period Value Preferred Stock And Warrants", "terseLabel": "Issuance of warrants" } } }, "localname": "StockAndWarrantsIssuedDuringPeriodValuePreferredStockAndWarrants", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssued1": { "auth_ref": [ "r113", "r114", "r115" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The fair value of stock issued in noncash financing activities.", "label": "Stock Issued1", "terseLabel": "Issuance of common stock" } } }, "localname": "StockIssued1", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodSharesAcquisitions": { "auth_ref": [ "r30", "r31", "r355" ], "lang": { "en-us": { "role": { "documentation": "Number of shares of stock issued during the period pursuant to acquisitions.", "label": "Stock Issued During Period Shares Acquisitions", "terseLabel": "Issuance of shares for business acquisition, shares" } } }, "localname": "StockIssuedDuringPeriodSharesAcquisitions", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities": { "auth_ref": [ "r59", "r307", "r346", "r347", "r355" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued during the period as a result of the conversion of convertible securities.", "label": "Stock Issued During Period Shares Conversion Of Convertible Securities", "terseLabel": "Conversion of Series C-1 convertible preferred stock, shares" } } }, "localname": "StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesEmployeeBenefitPlan": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of shares issued during the period to an employee benefit plan, such as a defined contribution or defined benefit plan.", "label": "Stock Issued During Period Shares Employee Benefit Plan", "terseLabel": "Issuance of shares for employee bonus, Shares" } } }, "localname": "StockIssuedDuringPeriodSharesEmployeeBenefitPlan", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesEmployeeStockPurchasePlans": { "auth_ref": [ "r30", "r31", "r346", "r355" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued during the period as a result of an employee stock purchase plan.", "label": "Stock Issued During Period Shares Employee Stock Purchase Plans", "verboseLabel": "Shares issued under ESPP" } } }, "localname": "StockIssuedDuringPeriodSharesEmployeeStockPurchasePlans", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesIssuedForServices": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of shares issued in lieu of cash for services contributed to the entity. Number of shares includes, but is not limited to, shares issued for services contributed by vendors and founders.", "label": "Stock Issued During Period Shares Issued For Services", "terseLabel": "Issuance of shares for services, shares" } } }, "localname": "StockIssuedDuringPeriodSharesIssuedForServices", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesNewIssues": { "auth_ref": [ "r30", "r31", "r346", "r355" ], "lang": { "en-us": { "role": { "documentation": "Number of new stock issued during the period.", "label": "Stock Issued During Period Shares New Issues", "terseLabel": "Shares sold at the market, shares" } } }, "localname": "StockIssuedDuringPeriodSharesNewIssues", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesRestrictedStockAwardNetOfForfeitures": { "auth_ref": [ "r30", "r31", "r346", "r355" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued during the period related to Restricted Stock Awards, net of any shares forfeited.", "label": "Stock Issued During Period Shares Restricted Stock Award Net Of Forfeitures", "terseLabel": "Share issued net" } } }, "localname": "StockIssuedDuringPeriodSharesRestrictedStockAwardNetOfForfeitures", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesStockOptionsExercised": { "auth_ref": [ "r30", "r31", "r346", "r355", "r433" ], "lang": { "en-us": { "role": { "documentation": "Number of share options (or share units) exercised during the current period.", "label": "Stock Issued During Period Shares Stock Options Exercised", "negatedLabel": "Options Exercised", "verboseLabel": "Shares issued from exercise of options" } } }, "localname": "StockIssuedDuringPeriodSharesStockOptionsExercised", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureShareBasedCompensationPlansScheduleOfStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodValueAcquisitions": { "auth_ref": [ "r60", "r346", "r355" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value of stock issued pursuant to acquisitions during the period.", "label": "Stock Issued During Period Value Acquisitions", "terseLabel": "Issuance of shares for business acquisition" } } }, "localname": "StockIssuedDuringPeriodValueAcquisitions", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueConversionOfConvertibleSecurities": { "auth_ref": [ "r60", "r346", "r355" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The gross value of stock issued during the period upon the conversion of convertible securities.", "label": "Stock Issued During Period Value Conversion Of Convertible Securities", "terseLabel": "Conversion of Series C-1 convertible preferred stock" } } }, "localname": "StockIssuedDuringPeriodValueConversionOfConvertibleSecurities", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueEmployeeBenefitPlan": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value of shares issued during the period to an employee benefit plan, such as a defined contribution or defined benefit plan.", "label": "Stock Issued During Period Value Employee Benefit Plan", "terseLabel": "Issuance of shares for employee bonus" } } }, "localname": "StockIssuedDuringPeriodValueEmployeeBenefitPlan", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueIssuedForServices": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value of stock issued in lieu of cash for services contributed to the entity. Value of the stock issued includes, but is not limited to, services contributed by vendors and founders.", "label": "Stock Issued During Period Value Issued For Services", "terseLabel": "Issuance of shares for services" } } }, "localname": "StockIssuedDuringPeriodValueIssuedForServices", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueNewIssues": { "auth_ref": [ "r30", "r31", "r346", "r355" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Equity impact of the value of new stock issued during the period. Includes shares issued in an initial public offering or a secondary public offering.", "label": "Stock Issued During Period Value New Issues", "terseLabel": "Shares sold at the market, value" } } }, "localname": "StockIssuedDuringPeriodValueNewIssues", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockholdersEquity": { "auth_ref": [ "r31", "r37", "r38", "r124", "r213", "r222", "r572", "r635" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10110.0, "parentTag": "us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.", "label": "Stockholders Equity", "totalLabel": "Total stockholders\u2019 equity (deficit) attributable to Agenus Inc." } } }, "localname": "StockholdersEquity", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Stockholders Equity [Abstract]", "terseLabel": "STOCKHOLDERS\u2019 EQUITY (DEFICIT)" } } }, "localname": "StockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest": { "auth_ref": [ "r2", "r3", "r80", "r124", "r132", "r133", "r134", "r137", "r146", "r222", "r229", "r355", "r462", "r463", "r464", "r500", "r501", "r522", "r523", "r537", "r550", "r572", "r590", "r591", "r596", "r723", "r724", "r783" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10100.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of stockholders' equity (deficit), net of receivables from officers, directors, owners, and affiliates of the entity, attributable to both the parent and noncontrolling interests. Amount excludes temporary equity. Alternate caption for the concept is permanent equity.", "label": "Stockholders Equity Including Portion Attributable To Noncontrolling Interest", "periodEndLabel": "Stockholders' Equity, Ending Balance", "periodStartLabel": "Stockholders' Equity, Beginning Balance", "totalLabel": "Total stockholders\u2019 equity (deficit)" } } }, "localname": "StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockholdersEquityNoteDisclosureTextBlock": { "auth_ref": [ "r122", "r330", "r333", "r334", "r335", "r336", "r337", "r338", "r339", "r340", "r342", "r343", "r345", "r355", "r358" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.", "label": "Stockholders Equity Note Disclosure [Text Block]", "terseLabel": "Equity" } } }, "localname": "StockholdersEquityNoteDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquity" ], "xbrltype": "textBlockItemType" }, "us-gaap_SubleaseIncome": { "auth_ref": [ "r614", "r621" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseCostRecordedInCondensedConsolidatedStatementOfOperationsDetails": { "order": 10040.0, "parentTag": "us-gaap_LeaseCost", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of sublease income excluding finance and operating lease expense.", "label": "Sublease Income", "negatedLabel": "Sublease income" } } }, "localname": "SubleaseIncome", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseCostRecordedInCondensedConsolidatedStatementOfOperationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SummaryOfIncomeTaxContingenciesTextBlock": { "auth_ref": [ "r481", "r484", "r486" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure for tax positions taken in the tax returns filed or to be filed for which it is more likely than not that the tax position will not be sustained upon examination by taxing authorities and other income tax contingencies. Includes, but is not limited to, interest and penalties, reconciliation of unrecognized tax benefits, unrecognized tax benefits that would affect the effective tax rate, tax years that remain subject to examination by tax jurisdictions, and information about positions for which it is reasonably possible that amounts unrecognized will significantly change within 12 months.", "label": "Summary Of Income Tax Contingencies [Text Block]", "terseLabel": "Summary of Income Tax Contingencies" } } }, "localname": "SummaryOfIncomeTaxContingenciesTextBlock", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_SupplementalCashFlowElementsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Supplemental Cash Flow Elements [Abstract]" } } }, "localname": "SupplementalCashFlowElementsAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_SupplementalCashFlowInformationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Supplemental Cash Flow Information [Abstract]", "terseLabel": "Supplemental cash flow information:" } } }, "localname": "SupplementalCashFlowInformationAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_SupplyCommitmentArrangementMember": { "auth_ref": [ "r25", "r687", "r704" ], "lang": { "en-us": { "role": { "documentation": "This item is intended to be populated, by the entity, with Members identifying each supply commitment about which information required or determined to be disclosed is being provided. If only one such commitment exists, this item may be used to capture such information; if multiple commitments exist, this item is the dimensional default, which will aggregate such information, as appropriate.", "label": "Supply Commitment Arrangement [Member]", "terseLabel": "Supply Commitment Arrangement" } } }, "localname": "SupplyCommitmentArrangementMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SupplyCommitmentAxis": { "auth_ref": [ "r25", "r687", "r704" ], "lang": { "en-us": { "role": { "documentation": "Information by arrangements in which the entity has committed resources to supply goods or services to a customer.", "label": "Supply Commitment [Axis]", "terseLabel": "Supply Commitment" } } }, "localname": "SupplyCommitmentAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_SwissFederalTaxAdministrationFTAMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax department of the government of Switzerland.", "label": "Swiss Federal Tax Administration F T A [Member]", "terseLabel": "Switzerland [Member]" } } }, "localname": "SwissFederalTaxAdministrationFTAMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_TemporaryEquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Temporary Equity [Abstract]", "terseLabel": "CONVERTIBLE PREFERRED STOCK" } } }, "localname": "TemporaryEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_TemporaryEquityCarryingAmountAttributableToParent": { "auth_ref": [ "r277", "r281", "r282", "r283", "r286", "r287" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying amount, attributable to parent, of an entity's issued and outstanding stock which is not included within permanent equity. Temporary equity is a security with redemption features that are outside the control of the issuer, is not classified as an asset or liability in conformity with GAAP, and is not mandatorily redeemable. Includes any type of security that is redeemable at a fixed or determinable price or on a fixed or determinable date or dates, is redeemable at the option of the holder, or has conditions for redemption which are not solely within the control of the issuer. Includes stock with a put option held by an ESOP and stock redeemable by a holder only in the event of a change in control of the issuer.", "label": "Temporary Equity Carrying Amount Attributable To Parent", "periodEndLabel": "Temporary Equity, Ending Balance", "periodStartLabel": "Temporary Equity, Beginning Balance" } } }, "localname": "TemporaryEquityCarryingAmountAttributableToParent", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "us-gaap_TemporaryEquityCarryingAmountIncludingPortionAttributableToNoncontrollingInterests": { "auth_ref": [ "r55", "r124", "r222", "r572" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10090.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying amount, attributable to parent and noncontrolling interests, of an entity's issued and outstanding stock which is not included within permanent equity. Temporary equity is a security with redemption features that are outside the control of the issuer, is not classified as an asset or liability in conformity with GAAP, and is not mandatorily redeemable. Includes any type of security that is redeemable at a fixed or determinable price or on a fixed or determinable date or dates, is redeemable at the option of the holder, or has conditions for redemption which are not solely within the control of the issuer. Includes stock with a put option held by an ESOP and stock redeemable by a holder only in the event of a change in control of the issuer.", "label": "Temporary Equity Carrying Amount Including Portion Attributable To Noncontrolling Interests", "terseLabel": "Series C-1 convertible preferred stock; no and 12,459 shares designated, issued, and outstanding at December 31, 2021 and 2020, respectively" } } }, "localname": "TemporaryEquityCarryingAmountIncludingPortionAttributableToNoncontrollingInterests", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_TemporaryEquityDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Temporary Equity Disclosure [Abstract]" } } }, "localname": "TemporaryEquityDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "xbrltype": "stringItemType" }, "us-gaap_TemporaryEquitySharesIssued": { "auth_ref": [ "r28" ], "lang": { "en-us": { "role": { "documentation": "The number of securities classified as temporary equity that have been sold (or granted) to the entity's shareholders. Securities issued include securities outstanding and securities held in treasury. Temporary equity is a security with redemption features that are outside the control of the issuer, is not classified as an asset or liability in conformity with GAAP, and is not mandatorily redeemable. Includes any type of security that is redeemable at a fixed or determinable price or on a fixed or determinable date or dates, is redeemable at the option of the holder, or has conditions for redemption which are not solely within the control of the issuer. If convertible, the issuer does not control the actions or events necessary to issue the maximum number of shares that could be required to be delivered under the conversion option if the holder exercises the option to convert the stock to another class of equity. If the security is a warrant or a rights issue, the warrant or rights issue is considered to be temporary equity if the issuer cannot demonstrate that it would be able to deliver upon the exercise of the option by the holder in all cases. Includes stock with put option held by ESOP and stock redeemable by holder only in the event of a change in control of the issuer.", "label": "Temporary Equity Shares Issued", "terseLabel": "Series C-1 convertible preferred stock, shares issued" } } }, "localname": "TemporaryEquitySharesIssued", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_TemporaryEquitySharesOutstanding": { "auth_ref": [ "r28" ], "lang": { "en-us": { "role": { "documentation": "The number of securities classified as temporary equity that have been issued and are held by the entity's shareholders. Securities outstanding equals securities issued minus securities held in treasury. Temporary equity is a security with redemption features that are outside the control of the issuer, is not classified as an asset or liability in conformity with GAAP, and is not mandatorily redeemable. Includes any type of security that is redeemable at a fixed or determinable price or on a fixed or determinable date or dates, is redeemable at the option of the holder, or has conditions for redemption which are not solely within the control of the issuer. If convertible, the issuer does not control the actions or events necessary to issue the maximum number of shares that could be required to be delivered under the conversion option if the holder exercises the option to convert the stock to another class of equity. If the security is a warrant or a rights issue, the warrant or rights issue is considered to be temporary equity if the issuer cannot demonstrate that it would be able to deliver upon the exercise of the option by the holder in all cases. Includes stock with put option held by ESOP and stock redeemable by holder only in the event of a change in control of the issuer.", "label": "Temporary Equity Shares Outstanding", "periodEndLabel": "Temporary Equity, shares", "periodStartLabel": "Temporary Equity, shares", "terseLabel": "Series C-1 convertible preferred stock, shares outstanding", "verboseLabel": "Series C-1 Convertible Preferred Stock remained outstanding" } } }, "localname": "TemporaryEquitySharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "sharesItemType" }, "us-gaap_TrademarksMember": { "auth_ref": [ "r513" ], "lang": { "en-us": { "role": { "documentation": "Rights acquired through registration of a trademark to gain or protect exclusive use of a business name, symbol or other device or style.", "label": "Trademarks [Member]", "terseLabel": "Trademarks [Member]" } } }, "localname": "TrademarksMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureGoodwillAndAcquiredIntangibleAssetsAcquiredIntangibleAssetsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_TreasuryStockMember": { "auth_ref": [ "r58", "r357" ], "lang": { "en-us": { "role": { "documentation": "Shares of an entity that have been repurchased by the entity. This stock has no voting rights and receives no dividends. Note that treasury stock may be recorded at its total cost or separately as par (or stated) value and additional paid in capital. Classified within stockholders' equity if nonredeemable or redeemable solely at the option of the issuer. Classified within temporary equity if redemption is outside the control of the issuer.", "label": "Treasury Stock [Member]", "terseLabel": "Treasury Stock [Member]" } } }, "localname": "TreasuryStockMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "us-gaap_TreasuryStockRetiredCostMethodAmount": { "auth_ref": [ "r31", "r346", "r356" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of decrease of par value, additional paid in capital (APIC) and retained earnings of common and preferred stock retired from treasury when treasury stock is accounted for under the cost method.", "label": "Treasury Stock Retired Cost Method Amount", "terseLabel": "Retirement of treasury shares" } } }, "localname": "TreasuryStockRetiredCostMethodAmount", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "monetaryItemType" }, "us-gaap_TreasuryStockSharesRetired": { "auth_ref": [ "r31", "r346", "r355" ], "lang": { "en-us": { "role": { "documentation": "Number of shares of common and preferred stock retired from treasury during the period.", "label": "Treasury Stock Shares Retired", "terseLabel": "Retirement of treasury shares, share" } } }, "localname": "TreasuryStockSharesRetired", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "sharesItemType" }, "us-gaap_TypeOfAdoptionMember": { "auth_ref": [ "r0", "r1", "r2", "r3", "r4", "r136", "r137", "r138", "r139", "r151", "r217", "r218", "r226", "r227", "r228", "r229", "r231", "r232", "r276", "r458", "r459", "r460", "r461", "r462", "r463", "r464", "r465", "r498", "r499", "r500", "r501", "r542", "r543", "r544", "r545", "r546", "r547", "r548", "r549", "r550", "r551", "r552", "r573", "r574", "r576", "r577", "r578", "r579", "r580", "r581", "r622", "r665", "r666", "r667", "r720", "r721", "r722", "r723", "r724", "r725", "r726", "r727", "r728", "r729", "r730", "r731", "r779", "r780", "r781", "r782", "r783" ], "lang": { "en-us": { "role": { "documentation": "Amendment to accounting standards.", "label": "Type Of Adoption [Member]", "terseLabel": "Accounting Standards Update" } } }, "localname": "TypeOfAdoptionMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesRecentAccountingPronouncementsNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfConvertiblePreferredStockAndStockholdersEquityDeficit" ], "xbrltype": "domainItemType" }, "us-gaap_TypeOfArrangementAxis": { "auth_ref": [ "r521" ], "lang": { "en-us": { "role": { "documentation": "Information by collaborative arrangement and arrangement other than collaborative applicable to revenue-generating activity or operations.", "label": "Type Of Arrangement [Axis]", "terseLabel": "Collaborative Arrangement and Arrangement Other than Collaborative" } } }, "localname": "TypeOfArrangementAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureEquityNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLiabilityRelatedToSaleOfFutureRoyaltiesAndMilestonesNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSeriesC1PreferredStockNarrativeDetails", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfCashFlowsParenthetical" ], "xbrltype": "stringItemType" }, "us-gaap_TypeOfCostGoodOrServiceExtensibleList": { "auth_ref": [ "r385" ], "lang": { "en-us": { "role": { "documentation": "Indicates type of cost from product sold and service rendered.", "label": "Type Of Cost Good Or Service Extensible List", "terseLabel": "Type of Cost, Good or Service [Extensible List]" } } }, "localname": "TypeOfCostGoodOrServiceExtensibleList", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLicenseResearchAndOtherAgreementsNarrativeDetails" ], "xbrltype": "enumerationSetItemType" }, "us-gaap_USTreasurySecuritiesMember": { "auth_ref": [ "r127", "r397", "r412", "r695" ], "lang": { "en-us": { "role": { "documentation": "This category includes information about debt securities issued by the United States Department of the Treasury and backed by the United States government. Such securities primarily consist of treasury bills (short-term maturities - one year or less), treasury notes (intermediate term maturities - two to ten years), and treasury bonds (long-term maturities - ten to thirty years).", "label": "U S Treasury Securities [Member]", "terseLabel": "U.S. Treasury Bills [Member]" } } }, "localname": "USTreasurySecuritiesMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureInvestmentsScheduleOfCashEquivalentsAndShortTermInvestmentsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_UnbilledContractsReceivable": { "auth_ref": [ "r61", "r655" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Unbilled amounts due for services rendered or to be rendered, actions taken or to be taken, or a promise to refrain from taking certain actions in accordance with the terms of a legally binding agreement between the entity and, at a minimum, one other party. An example would be amounts associated with contracts or programs where the recognized revenue for performance thereunder exceeds the amounts billed under the terms thereof as of the date of the balance sheet.", "label": "Unbilled Contracts Receivable", "periodEndLabel": "Deferred revenue, Ending Balance", "periodStartLabel": "Deferred revenue, Beginning Balance" } } }, "localname": "UnbilledContractsReceivable", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureRevenueFromContractsWithCustomersScheduleOfInformationAboutContractAssetsAndContractLiabilitiesFromContractsWithCustomersDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefits": { "auth_ref": [ "r474", "r483" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of unrecognized tax benefits.", "label": "Unrecognized Tax Benefits", "periodEndLabel": "Unrecognized Tax Benefits, Ending balance", "periodStartLabel": "Unrecognized Tax Benefits, Beginning balance" } } }, "localname": "UnrecognizedTaxBenefits", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureIncomeTaxesUnrecognizedTaxBenefitsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnusualRiskOrUncertaintyByNatureAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by nature of risk and uncertainty, for example, but not limited to, threat of expropriation of its assets by a foreign government, rapid technological obsolescence in the industry, risk of natural disaster from earthquake or weather events, and availability of or continuation of a labor force at a reasonable cost.", "label": "Unusual Risk Or Uncertainty By Nature [Axis]", "terseLabel": "Unusual Risk or Uncertainty, Nature" } } }, "localname": "UnusualRiskOrUncertaintyByNatureAxis", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_UnusualRiskOrUncertaintyNatureDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Describes the nature of the unusual risk or uncertainty, such as the threat of expropriation of its assets by a foreign government, rapid technological obsolescence in the industry, risk of natural disaster from earthquake or weather events, and availability of or continuation of a labor force at a reasonable cost.", "label": "Unusual Risk Or Uncertainty Nature [Domain]", "terseLabel": "Unusual Risk or Uncertainty, Nature" } } }, "localname": "UnusualRiskOrUncertaintyNatureDomain", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_UseOfEstimates": { "auth_ref": [ "r168", "r169", "r170", "r171", "r177", "r178", "r179" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for the use of estimates in the preparation of financial statements in conformity with generally accepted accounting principles.", "label": "Use Of Estimates", "terseLabel": "Use of Estimates" } } }, "localname": "UseOfEstimates", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_VariableLeaseCost": { "auth_ref": [ "r613", "r621" ], "calculation": { "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseCostRecordedInCondensedConsolidatedStatementOfOperationsDetails": { "order": 10030.0, "parentTag": "us-gaap_LeaseCost", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of variable lease cost, excluded from lease liability, recognized when obligation for payment is incurred for finance and operating leases.", "label": "Variable Lease Cost", "terseLabel": "Variable lease cost" } } }, "localname": "VariableLeaseCost", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseCostRecordedInCondensedConsolidatedStatementOfOperationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_WarrantMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Security that gives the holder the right to purchase shares of stock in accordance with the terms of the instrument, usually upon payment of a specified amount.", "label": "Warrant [Member]", "terseLabel": "Warrants [Member]" } } }, "localname": "WarrantMember", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesScheduleOfAntiDilutiveSecuritiesExcludedFromComputationOfDilutedWeightedAverageSharesOutstandingDetails" ], "xbrltype": "domainItemType" }, "us-gaap_WarrantsAndRightsOutstandingTerm": { "auth_ref": [ "r557" ], "lang": { "en-us": { "role": { "documentation": "Period between issuance and expiration of outstanding warrant and right embodying unconditional obligation requiring redemption by transferring asset at specified or determinable date or upon event certain to occur, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Warrants And Rights Outstanding Term", "terseLabel": "Warrants outstanding, Term" } } }, "localname": "WarrantsAndRightsOutstandingTerm", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/DisclosureDebtNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_WeightedAverageNumberOfShareOutstandingBasicAndDiluted": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Average number of shares or units issued and outstanding that are used in calculating basic and diluted earnings per share (EPS).", "label": "Weighted Average Number Of Share Outstanding Basic And Diluted", "terseLabel": "Basic and diluted" } } }, "localname": "WeightedAverageNumberOfShareOutstandingBasicAndDiluted", "nsuri": "http://fasb.org/us-gaap/2021-01-31", "presentation": [ "http://www.agenusbio.com/20211231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "sharesItemType" } }, "unitCount": 10 } }, "std_ref": { "r0": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "105", "URI": "http://asc.fasb.org/extlink&oid=124434974&loc=SL124442142-165695" }, "r1": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "105", "URI": "http://asc.fasb.org/extlink&oid=124434974&loc=SL124442142-165695" }, "r10": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r100": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3367-108585" }, "r101": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3000-108585" }, "r102": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3521-108585" }, "r103": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3536-108585" }, "r104": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3536-108585" }, "r105": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3536-108585" }, "r106": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3536-108585" }, "r107": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3602-108585" }, "r108": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3602-108585" }, "r109": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3602-108585" }, "r11": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6787-107765" }, "r110": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3044-108585" }, "r111": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123431023&loc=d3e4273-108586" }, "r112": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123431023&loc=d3e4297-108586" }, "r113": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123431023&loc=d3e4304-108586" }, "r114": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123431023&loc=d3e4313-108586" }, "r115": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123431023&loc=d3e4332-108586" }, "r116": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123431023&loc=SL98516268-108586" }, "r117": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=123372394&loc=d3e18726-107790" }, "r118": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=123372394&loc=d3e18823-107790" }, "r119": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=123372394&loc=d3e18823-107790" }, "r12": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6801-107765" }, "r120": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(c))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r121": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(d))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r122": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(e)(1))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r123": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(f))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r124": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(g)(1)(ii))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r125": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(h)(2))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r126": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(h))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r127": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(m)(1)(ii)(A))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r128": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(m)(1)(iii))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r129": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(m)(2)(ii))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r13": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6904-107765" }, "r130": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-04(a))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e24072-122690" }, "r131": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "235", "URI": "http://asc.fasb.org/topic&trid=2122369" }, "r132": { "Name": "Accounting Standards Codification", "Paragraph": "23", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124436220&loc=d3e21914-107793" }, "r133": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124436220&loc=d3e21930-107793" }, "r134": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124436220&loc=d3e21711-107793" }, "r135": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794" }, "r136": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(2)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794" }, "r137": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(3)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794" }, "r138": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(4)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794" }, "r139": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794" }, "r14": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6911-107765" }, "r140": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794" }, "r141": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794" }, "r142": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=SL124452830-107794" }, "r143": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794" }, "r144": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22595-107794" }, "r145": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22644-107794" }, "r146": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22644-107794" }, "r147": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22644-107794" }, "r148": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22658-107794" }, "r149": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=124431687&loc=d3e22663-107794" }, "r15": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6935-107765" }, "r150": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=122038215&loc=d3e31010-122693" }, "r151": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 11.M.Q2)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=122038215&loc=d3e31137-122693" }, "r152": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=d3e1448-109256" }, "r153": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=d3e1377-109256" }, "r154": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=d3e1252-109256" }, "r155": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=d3e1278-109256" }, "r156": { "Name": "Accounting Standards Codification", "Paragraph": "55", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=d3e2626-109256" }, "r157": { "Name": "Accounting Standards Codification", "Paragraph": "60B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=SL5780133-109256" }, "r158": { "Name": "Accounting Standards Codification", "Paragraph": "60B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=SL5780133-109256" }, "r159": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125511455&loc=d3e1337-109256" }, "r16": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6935-107765" }, "r160": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257" }, "r161": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257" }, "r162": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=124432515&loc=d3e3630-109257" }, "r163": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=125512782&loc=d3e3842-109258" }, "r164": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "272", "URI": "http://asc.fasb.org/extlink&oid=125520817&loc=d3e70191-108054" }, "r165": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "272", "URI": "http://asc.fasb.org/extlink&oid=125520817&loc=d3e70229-108054" }, "r166": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "272", "URI": "http://asc.fasb.org/extlink&oid=6373374&loc=d3e70434-108055" }, "r167": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "272", "URI": "http://asc.fasb.org/extlink&oid=6373374&loc=d3e70478-108055" }, "r168": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592" }, "r169": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592" }, "r17": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e7018-107765" }, "r170": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6161-108592" }, "r171": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6191-108592" }, "r172": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6327-108592" }, "r173": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6351-108592" }, "r174": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6351-108592" }, "r175": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6404-108592" }, "r176": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6442-108592" }, "r177": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6061-108592" }, "r178": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6132-108592" }, "r179": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6143-108592" }, "r18": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(1))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r180": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "275", "URI": "http://asc.fasb.org/topic&trid=2134479" }, "r181": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8672-108599" }, "r182": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599" }, "r183": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599" }, "r184": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599" }, "r185": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599" }, "r186": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8864-108599" }, "r187": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8864-108599" }, "r188": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8864-108599" }, "r189": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8864-108599" }, "r19": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(13))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r190": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8864-108599" }, "r191": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8864-108599" }, "r192": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8906-108599" }, "r193": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8906-108599" }, "r194": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8906-108599" }, "r195": { "Name": "Accounting Standards Codification", "Paragraph": "31", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8924-108599" }, "r196": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599" }, "r197": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599" }, "r198": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599" }, "r199": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599" }, "r2": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "105", "URI": "http://asc.fasb.org/extlink&oid=124434974&loc=SL124442142-165695" }, "r20": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(14))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r200": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599" }, "r201": { "Name": "Accounting Standards Codification", "Paragraph": "40", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e9031-108599" }, "r202": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e9038-108599" }, "r203": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e9038-108599" }, "r204": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "a", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e9038-108599" }, "r205": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "b", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e9038-108599" }, "r206": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e9038-108599" }, "r207": { "Name": "Accounting Standards Codification", "Paragraph": "42", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=123359005&loc=d3e9054-108599" }, "r208": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=124259787&loc=d3e4647-111522" }, "r209": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=124259787&loc=d3e4428-111522" }, "r21": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(19))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r210": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=124259787&loc=d3e4531-111522" }, "r211": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=123577603&loc=d3e5033-111524" }, "r212": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=123577603&loc=d3e5074-111524" }, "r213": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 4.E)", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=122038336&loc=d3e74512-122707" }, "r214": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=84159169&loc=d3e10133-111534" }, "r215": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=84159169&loc=d3e10149-111534" }, "r216": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=84159169&loc=d3e10178-111534" }, "r217": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=124402435&loc=SL124402458-218513" }, "r218": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=124402435&loc=SL124402458-218513" }, "r219": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(d)(1)", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=124402435&loc=SL124402458-218513" }, "r22": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(2))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r220": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "320", "URI": "http://asc.fasb.org/extlink&oid=124260329&loc=d3e26853-111562" }, "r221": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "323", "URI": "http://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571" }, "r222": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "323", "URI": "http://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571" }, "r223": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=122640432&loc=SL120254519-210437" }, "r224": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=122640432&loc=SL120320025-210437" }, "r225": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=122640432&loc=SL120320025-210437" }, "r226": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437" }, "r227": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437" }, "r228": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437" }, "r229": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437" }, "r23": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(20))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r230": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437" }, "r231": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(3)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437" }, "r232": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(4)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437" }, "r233": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=124255206&loc=SL82895884-210446" }, "r234": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=124255953&loc=SL82919249-210447" }, "r235": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(f)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=124255953&loc=SL82919249-210447" }, "r236": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Topic": "340", "URI": "http://asc.fasb.org/extlink&oid=123349782&loc=d3e5879-108316" }, "r237": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "340", "URI": "http://asc.fasb.org/extlink&oid=6387103&loc=d3e6435-108320" }, "r238": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "340", "URI": "http://asc.fasb.org/extlink&oid=123353750&loc=SL49131252-203054" }, "r239": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=99380562&loc=d3e13770-109266" }, "r24": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(22))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r240": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=99380562&loc=d3e13777-109266" }, "r241": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=120320667&loc=SL49117168-202975" }, "r242": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(e)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267" }, "r243": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(f)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267" }, "r244": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267" }, "r245": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=121556970&loc=d3e13854-109267" }, "r246": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=121556970&loc=d3e13854-109267" }, "r247": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=6388964&loc=d3e16212-109274" }, "r248": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=6388964&loc=d3e16225-109274" }, "r249": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275" }, "r25": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(25))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r250": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(3)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275" }, "r251": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275" }, "r252": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "((a)(1),(b))", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r253": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r254": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(1)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r255": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(2)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r256": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(3)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r257": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r258": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "350", "URI": "http://asc.fasb.org/topic&trid=2144416" }, "r259": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=109226317&loc=d3e202-110218" }, "r26": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(26)(a))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r260": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "35", "SubTopic": "10", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=123364984&loc=d3e1205-110223" }, "r261": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=123351718&loc=d3e2420-110228" }, "r262": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r263": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r264": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r265": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r266": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=109226691&loc=d3e2941-110230" }, "r267": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.CC)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=27011434&loc=d3e125687-122742" }, "r268": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "360", "URI": "http://asc.fasb.org/topic&trid=2155823" }, "r269": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869" }, "r27": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(26)(b))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r270": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "440", "URI": "http://asc.fasb.org/extlink&oid=123406679&loc=d3e25336-109308" }, "r271": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "440", "URI": "http://asc.fasb.org/extlink&oid=123406679&loc=d3e25336-109308" }, "r272": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "440", "URI": "http://asc.fasb.org/topic&trid=2144648" }, "r273": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "450", "URI": "http://asc.fasb.org/extlink&oid=121557415&loc=d3e14326-108349" }, "r274": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "450", "URI": "http://asc.fasb.org/topic&trid=2127136" }, "r275": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123465755&loc=SL6230698-112601" }, "r276": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S65", "SubTopic": "10", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359872&loc=SL124427846-239511" }, "r277": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(i))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442526-122756" }, "r278": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(ii))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442526-122756" }, "r279": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(iii)(A))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442526-122756" }, "r28": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(27)(b))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r280": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(iii))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442526-122756" }, "r281": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(iv))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442526-122756" }, "r282": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(5))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442526-122756" }, "r283": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(i))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442552-122756" }, "r284": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(iii)(A))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442552-122756" }, "r285": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(iii)(B))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442552-122756" }, "r286": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(iv))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442552-122756" }, "r287": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(5))", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=124359900&loc=SL124442552-122756" }, "r288": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "25", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466302&loc=d3e4724-112606" }, "r289": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r29": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(27))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r290": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r291": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r292": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r293": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(e)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r294": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(f)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r295": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r296": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(h)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r297": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(i)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r298": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611" }, "r299": { "Name": "Accounting Standards Codification", "Paragraph": "1C", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611" }, "r3": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "105", "URI": "http://asc.fasb.org/extlink&oid=124434974&loc=SL124442142-165695" }, "r30": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(28))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r300": { "Name": "Accounting Standards Codification", "Paragraph": "1C", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611" }, "r301": { "Name": "Accounting Standards Codification", "Paragraph": "1C", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611" }, "r302": { "Name": "Accounting Standards Codification", "Paragraph": "1D", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495340-112611" }, "r303": { "Name": "Accounting Standards Codification", "Paragraph": "1D", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495340-112611" }, "r304": { "Name": "Accounting Standards Codification", "Paragraph": "1D", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495340-112611" }, "r305": { "Name": "Accounting Standards Codification", "Paragraph": "1E", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611" }, "r306": { "Name": "Accounting Standards Codification", "Paragraph": "1E", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611" }, "r307": { "Name": "Accounting Standards Codification", "Paragraph": "1E", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611" }, "r308": { "Name": "Accounting Standards Codification", "Paragraph": "1E", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611" }, "r309": { "Name": "Accounting Standards Codification", "Paragraph": "1F", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495355-112611" }, "r31": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(29))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r310": { "Name": "Accounting Standards Codification", "Paragraph": "1F", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495355-112611" }, "r311": { "Name": "Accounting Standards Codification", "Paragraph": "1F", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495355-112611" }, "r312": { "Name": "Accounting Standards Codification", "Paragraph": "1F", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495355-112611" }, "r313": { "Name": "Accounting Standards Codification", "Paragraph": "1I", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611" }, "r314": { "Name": "Accounting Standards Codification", "Paragraph": "1I", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611" }, "r315": { "Name": "Accounting Standards Codification", "Paragraph": "1I", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611" }, "r316": { "Name": "Accounting Standards Codification", "Paragraph": "1I", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611" }, "r317": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466204&loc=SL6031897-161870" }, "r318": { "Name": "Accounting Standards Codification", "Paragraph": "69B", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466577&loc=SL123495735-112612" }, "r319": { "Name": "Accounting Standards Codification", "Paragraph": "69C", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466577&loc=SL123495737-112612" }, "r32": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(3)(c)(2))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r320": { "Name": "Accounting Standards Codification", "Paragraph": "69E", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466577&loc=SL123495743-112612" }, "r321": { "Name": "Accounting Standards Codification", "Paragraph": "69F", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123466577&loc=SL123495745-112612" }, "r322": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "40", "SubTopic": "50", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123467658&loc=d3e12317-112629" }, "r323": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "40", "SubTopic": "50", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=123467658&loc=d3e12355-112629" }, "r324": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "470", "URI": "http://asc.fasb.org/topic&trid=2208564" }, "r325": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(CFRR 211.02)", "Topic": "480", "URI": "http://asc.fasb.org/extlink&oid=122040564&loc=d3e177068-122764" }, "r326": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=65888546&loc=d3e21300-112643" }, "r327": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21553-112644" }, "r328": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21564-112644" }, "r329": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r33": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(3))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r330": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r331": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r332": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r333": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r334": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r335": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(i)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r336": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644" }, "r337": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496171-112644" }, "r338": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496171-112644" }, "r339": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496171-112644" }, "r34": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(1))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r340": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496180-112644" }, "r341": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496180-112644" }, "r342": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644" }, "r343": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644" }, "r344": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644" }, "r345": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644" }, "r346": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21463-112644" }, "r347": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21475-112644" }, "r348": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21484-112644" }, "r349": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21488-112644" }, "r35": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(3))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r350": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21488-112644" }, "r351": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21506-112644" }, "r352": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21506-112644" }, "r353": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21521-112644" }, "r354": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=123467817&loc=d3e21538-112644" }, "r355": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.3-04)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770" }, "r356": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770" }, "r357": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=6405813&loc=d3e23239-112655" }, "r358": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "505", "URI": "http://asc.fasb.org/topic&trid=2208762" }, "r359": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "SubTopic": "35", "Topic": "605", "URI": "http://asc.fasb.org/subtopic&trid=2197326" }, "r36": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(4))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r360": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123360276&loc=SL49130531-203044" }, "r361": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123360276&loc=SL49130532-203044" }, "r362": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130551-203045" }, "r363": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045" }, "r364": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045" }, "r365": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045" }, "r366": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045" }, "r367": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045" }, "r368": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130556-203045" }, "r369": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(1)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130556-203045" }, "r37": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r370": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(2)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130556-203045" }, "r371": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130558-203045" }, "r372": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130561-203045" }, "r373": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130563-203045" }, "r374": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130563-203045" }, "r375": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130564-203045" }, "r376": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130566-203045" }, "r377": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130566-203045" }, "r378": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130566-203045" }, "r379": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130566-203045" }, "r38": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(31))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r380": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130543-203045" }, "r381": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130545-203045" }, "r382": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130549-203045" }, "r383": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130549-203045" }, "r384": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123351226&loc=SL49130550-203045" }, "r385": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123410239&loc=SL49130690-203046-203046" }, "r386": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123410239&loc=SL49130690-203046-203046" }, "r387": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123410239&loc=SL49130690-203046-203046" }, "r388": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123410239&loc=SL49130690-203046-203046" }, "r389": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123410239&loc=SL49130690-203046-203046" }, "r39": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(32))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r390": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123410239&loc=SL49130690-203046-203046" }, "r391": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=123410239&loc=SL49130690-203046-203046" }, "r392": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "606", "URI": "http://asc.fasb.org/topic&trid=49130388" }, "r393": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "30", "SubTopic": "10", "Topic": "710", "URI": "http://asc.fasb.org/extlink&oid=6409875&loc=d3e20015-108363" }, "r394": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "710", "URI": "http://asc.fasb.org/extlink&oid=6409961&loc=d3e20487-108367" }, "r395": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "710", "URI": "http://asc.fasb.org/extlink&oid=6409961&loc=d3e20517-108367" }, "r396": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(i)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r397": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(ii)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r398": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iii)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r399": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(01)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r4": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "105", "URI": "http://asc.fasb.org/extlink&oid=124434974&loc=SL124442142-165695" }, "r40": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.1)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r400": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r401": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(A)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r402": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(B)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r403": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(C)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r404": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(03)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r405": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(l)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r406": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(n)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r407": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(o)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r408": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(p)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r409": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(q)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r41": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.13(a))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r410": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(r)(1)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r411": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(r)(2)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920" }, "r412": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=123450688&loc=d3e4179-114921" }, "r413": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "20", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=21916913&loc=d3e273930-122802" }, "r414": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "60", "Subparagraph": "(c)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=6414203&loc=d3e39689-114964" }, "r415": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "70", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=49170846&loc=d3e28014-114942" }, "r416": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(a)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=65877416&loc=SL14450702-114947" }, "r417": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(d)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947" }, "r418": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(a)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=65877416&loc=SL14450673-114947" }, "r419": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "55", "SubTopic": "80", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=35742348&loc=SL14450788-114948" }, "r42": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.13)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r420": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "715", "URI": "http://asc.fasb.org/topic&trid=2235017" }, "r421": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "35", "SubTopic": "10", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=123468992&loc=d3e4534-113899" }, "r422": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5047-113901" }, "r423": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5047-113901" }, "r424": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5047-113901" }, "r425": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r426": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r427": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(3)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r428": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a),(g)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r429": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b),(f)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r43": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.14)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r430": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r431": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r432": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(i)-(ii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r433": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r434": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(3)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r435": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(4)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r436": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r437": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(i)-(ii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r438": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r439": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r44": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.17)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r440": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(3)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r441": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r442": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r443": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r444": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r445": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r446": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r447": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r448": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r449": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(ii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r45": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19(a))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r450": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(iii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r451": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(iv)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r452": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r453": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r454": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(1)(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r455": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r456": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(l)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r457": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r458": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r459": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r46": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r460": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r461": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r462": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r463": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r464": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r465": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(g)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r466": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 14.D.2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=122041274&loc=d3e301413-122809" }, "r467": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 14.F)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=122041274&loc=d3e301413-122809" }, "r468": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=122142933&loc=d3e11149-113907" }, "r469": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=122142933&loc=d3e11178-113907" }, "r47": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19,20)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r470": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "718", "URI": "http://asc.fasb.org/topic&trid=2228938" }, "r471": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "730", "URI": "http://asc.fasb.org/extlink&oid=6420194&loc=d3e21568-108373" }, "r472": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "730", "URI": "http://asc.fasb.org/extlink&oid=6420387&loc=d3e23199-108380" }, "r473": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "730", "URI": "http://asc.fasb.org/extlink&oid=6420387&loc=d3e23221-108380" }, "r474": { "Name": "Accounting Standards Codification", "Paragraph": "10B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123427490&loc=SL37586934-109318" }, "r475": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123427490&loc=d3e32247-109318" }, "r476": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123427490&loc=d3e32280-109318" }, "r477": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123427490&loc=d3e31931-109318" }, "r478": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32672-109319" }, "r479": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32687-109319" }, "r48": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.20)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r480": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319" }, "r481": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32718-109319" }, "r482": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32718-109319" }, "r483": { "Name": "Accounting Standards Codification", "Paragraph": "15A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=SL6600010-109319" }, "r484": { "Name": "Accounting Standards Codification", "Paragraph": "15A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=SL6600010-109319" }, "r485": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319" }, "r486": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32840-109319" }, "r487": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319" }, "r488": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319" }, "r489": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319" }, "r49": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.21)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r490": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319" }, "r491": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32847-109319" }, "r492": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319" }, "r493": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32559-109319" }, "r494": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32559-109319" }, "r495": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32621-109319" }, "r496": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32632-109319" }, "r497": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121826272&loc=d3e32639-109319" }, "r498": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123459177&loc=SL121830611-158277" }, "r499": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123459177&loc=SL121830611-158277" }, "r5": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=SL51721683-107760" }, "r50": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22(a)(1))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r500": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123459177&loc=SL121830611-158277" }, "r501": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(3)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123459177&loc=SL121830611-158277" }, "r502": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(3)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123459177&loc=SL121830611-158277" }, "r503": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 6.I.5.Q1)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817" }, "r504": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 6.I.7)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817" }, "r505": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.Fact.4)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817" }, "r506": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 11.C)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817" }, "r507": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=123586238&loc=d3e38679-109324" }, "r508": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "270", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338" }, "r509": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331" }, "r51": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22(a)(2))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r510": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "740", "URI": "http://asc.fasb.org/topic&trid=2144680" }, "r511": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r512": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1486-128463" }, "r513": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=123410050&loc=d3e5263-128473" }, "r514": { "Name": "Accounting Standards Codification", "Paragraph": "44", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=123410050&loc=d3e5558-128473" }, "r515": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "25", "SubTopic": "30", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=6911189&loc=d3e6408-128476" }, "r516": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "35", "SubTopic": "30", "Subparagraph": "b", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=116859824&loc=d3e6819-128478" }, "r517": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)(1)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=120321790&loc=d3e6927-128479" }, "r518": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(c)(3)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=120321790&loc=d3e6927-128479" }, "r519": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(1)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=120321790&loc=d3e7008-128479" }, "r52": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r520": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "805", "URI": "http://asc.fasb.org/topic&trid=2303972" }, "r521": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "808", "URI": "http://asc.fasb.org/extlink&oid=6931272&loc=SL5834143-161434" }, "r522": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=123454820&loc=SL4568447-111683" }, "r523": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=123454820&loc=SL4568740-111683" }, "r524": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=123454820&loc=SL4569616-111683" }, "r525": { "Name": "Accounting Standards Codification", "Paragraph": "23", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=123454820&loc=SL4569655-111683" }, "r526": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=116870748&loc=SL6758485-165988" }, "r527": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=116870748&loc=SL6758485-165988" }, "r528": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=d3e5614-111684" }, "r529": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r53": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.24)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r530": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r531": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r532": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r533": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c),(3)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r534": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r535": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bb)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=123419778&loc=d3e5710-111685" }, "r536": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=123419778&loc=d3e5710-111685" }, "r537": { "Name": "Accounting Standards Codification", "Paragraph": "4I", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=120409616&loc=SL4590271-111686" }, "r538": { "Name": "Accounting Standards Codification", "Paragraph": "4J", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=120409616&loc=SL4591551-111686" }, "r539": { "Name": "Accounting Standards Codification", "Paragraph": "4K", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=120409616&loc=SL4591552-111686" }, "r54": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.25)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r540": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "810", "URI": "http://asc.fasb.org/topic&trid=2197479" }, "r541": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=121483254&loc=SL120254523-199619" }, "r542": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(a)(1)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011" }, "r543": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(a)(2)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011" }, "r544": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(a)(3)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011" }, "r545": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(b)(1)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011" }, "r546": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(b)(2)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011" }, "r547": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(c)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011" }, "r548": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(d)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011" }, "r549": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)(2)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011" }, "r55": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.27(b))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r550": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)(3)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011" }, "r551": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)(4)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011" }, "r552": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011" }, "r553": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r554": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r555": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bb)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r556": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bbb)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r557": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bbb)(2)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r558": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r559": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r56": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.28,29)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r560": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258" }, "r561": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=d3e19279-110258" }, "r562": { "Name": "Accounting Standards Codification", "Paragraph": "6A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=123874694&loc=SL6742756-110258" }, "r563": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "60", "SubTopic": "10", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=7493716&loc=d3e21868-110260" }, "r564": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123594809&loc=d3e13220-108610" }, "r565": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123594938&loc=d3e13279-108611" }, "r566": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123594938&loc=d3e13433-108611" }, "r567": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123594938&loc=d3e13467-108611" }, "r568": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123594938&loc=d3e13476-108611" }, "r569": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123594938&loc=d3e13531-108611" }, "r57": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r570": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123594938&loc=d3e13537-108611" }, "r571": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123594938&loc=d3e13537-108611" }, "r572": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612" }, "r573": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123597120&loc=SL120254526-165497" }, "r574": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123597120&loc=SL120254526-165497" }, "r575": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123597120&loc=SL120254526-165497" }, "r576": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123597120&loc=SL121967933-165497" }, "r577": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123597120&loc=SL121967933-165497" }, "r578": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123597120&loc=SL121967933-165497" }, "r579": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123597120&loc=SL121967933-165497" }, "r58": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29,30)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r580": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123597120&loc=SL122642865-165497" }, "r581": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=123597120&loc=SL122642865-165497" }, "r582": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=120253306&loc=d3e28228-110885" }, "r583": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=120253306&loc=d3e28129-110885" }, "r584": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "35", "SubTopic": "20", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=123602790&loc=d3e30226-110892" }, "r585": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "35", "SubTopic": "20", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=123602790&loc=d3e30304-110892" }, "r586": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=125521441&loc=d3e30690-110894" }, "r587": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=124440516&loc=d3e30840-110895" }, "r588": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "230", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=123444420&loc=d3e33268-110906" }, "r589": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32022-110900" }, "r59": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29-30)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r590": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32136-110900" }, "r591": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r592": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(b)", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r593": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(c)", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r594": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r595": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r596": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=6450520&loc=d3e32583-110901" }, "r597": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "830", "URI": "http://asc.fasb.org/topic&trid=2175825" }, "r598": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=124435984&loc=d3e28541-108399" }, "r599": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=124435984&loc=d3e28551-108399" }, "r6": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "205", "URI": "http://asc.fasb.org/topic&trid=2122149" }, "r60": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29-31)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r600": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=124429444&loc=SL124452920-239629" }, "r601": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "55", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400" }, "r602": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123341672&loc=SL77916155-209984" }, "r603": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123341672&loc=SL120154346-209984" }, "r604": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123391704&loc=SL77918627-209977" }, "r605": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123391704&loc=SL77918627-209977" }, "r606": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123391704&loc=SL77918631-209977" }, "r607": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123391704&loc=SL77918643-209977" }, "r608": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123391704&loc=SL77918643-209977" }, "r609": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918666-209980" }, "r61": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.3(c)(3))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r610": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918673-209980" }, "r611": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918673-209980" }, "r612": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918686-209980" }, "r613": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918686-209980" }, "r614": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(e)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918686-209980" }, "r615": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(1)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918686-209980" }, "r616": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(2)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918686-209980" }, "r617": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(3)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918686-209980" }, "r618": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(4)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918686-209980" }, "r619": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918686-209980" }, "r62": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.31)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r620": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123408670&loc=SL77918701-209980" }, "r621": { "Name": "Accounting Standards Codification", "Paragraph": "53", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=123414884&loc=SL77918982-209971" }, "r622": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "848", "URI": "http://asc.fasb.org/extlink&oid=122150657&loc=SL122150809-237846" }, "r623": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864" }, "r624": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864" }, "r625": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864" }, "r626": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864" }, "r627": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864" }, "r628": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39599-107864" }, "r629": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39603-107864" }, "r63": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.8)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r630": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39691-107864" }, "r631": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "850", "URI": "http://asc.fasb.org/topic&trid=2122745" }, "r632": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "852", "URI": "http://asc.fasb.org/extlink&oid=124437977&loc=d3e55792-112764" }, "r633": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "852", "URI": "http://asc.fasb.org/extlink&oid=124433192&loc=SL2890621-112765" }, "r634": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "852", "URI": "http://asc.fasb.org/extlink&oid=124433192&loc=SL2890621-112765" }, "r635": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "852", "URI": "http://asc.fasb.org/extlink&oid=84165509&loc=d3e56426-112766" }, "r636": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(1)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r637": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(2)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r638": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(3)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r639": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(1)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r64": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.9)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r640": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(2)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r641": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(3)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r642": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719" }, "r643": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719" }, "r644": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(3)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719" }, "r645": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "910", "URI": "http://asc.fasb.org/extlink&oid=123353855&loc=SL119991585-234733" }, "r646": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "910", "URI": "http://asc.fasb.org/extlink&oid=123353855&loc=SL119991590-234733" }, "r647": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "910", "URI": "http://asc.fasb.org/extlink&oid=123353855&loc=SL119991595-234733" }, "r648": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "910", "URI": "http://asc.fasb.org/extlink&oid=6471471&loc=d3e48698-109348" }, "r649": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "275", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=123375686&loc=d3e54658-109401" }, "r65": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=99393222&loc=SL20226024-175313" }, "r650": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "275", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=123375686&loc=d3e54672-109401" }, "r651": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "275", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=123375686&loc=d3e54681-109401" }, "r652": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "275", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=123375686&loc=d3e54708-109401" }, "r653": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "275", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=123375686&loc=d3e54711-109401" }, "r654": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "310", "Subparagraph": "(b)", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=123371682&loc=d3e55415-109406" }, "r655": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "310", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=123371682&loc=d3e55302-109406" }, "r656": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "310", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=84167097&loc=d3e55538-109407" }, "r657": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "310", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=84167097&loc=d3e55562-109407" }, "r658": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "405", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=123377354&loc=d3e56288-109415" }, "r659": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "405", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=123374443&loc=d3e56414-109416" }, "r66": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=99393222&loc=SL20226049-175313" }, "r660": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "405", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=123374443&loc=d3e56417-109416" }, "r661": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "25", "SubTopic": "730", "Topic": "912", "URI": "http://asc.fasb.org/extlink&oid=6472174&loc=d3e58812-109433" }, "r662": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "912", "URI": "http://asc.fasb.org/topic&trid=2145070" }, "r663": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 11.L)", "Topic": "924", "URI": "http://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856" }, "r664": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "926", "URI": "http://asc.fasb.org/extlink&oid=120154696&loc=d3e54445-107959" }, "r665": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "926", "URI": "http://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079" }, "r666": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "926", "URI": "http://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079" }, "r667": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "926", "URI": "http://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079" }, "r668": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "340", "Topic": "928", "URI": "http://asc.fasb.org/extlink&oid=6473545&loc=d3e61844-108004" }, "r669": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e61929-109447" }, "r67": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=99393222&loc=SL20226052-175313" }, "r670": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e61929-109447" }, "r671": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e62059-109447" }, "r672": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e62059-109447" }, "r673": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e62395-109447" }, "r674": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e62395-109447" }, "r675": { "Name": "Accounting Standards Codification", "Paragraph": "33", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e62479-109447" }, "r676": { "Name": "Accounting Standards Codification", "Paragraph": "33", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e62479-109447" }, "r677": { "Name": "Accounting Standards Codification", "Paragraph": "35A", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=SL6807758-109447" }, "r678": { "Name": "Accounting Standards Codification", "Paragraph": "35A", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=SL6807758-109447" }, "r679": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(c)(1)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e61872-109447" }, "r68": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "210", "URI": "http://asc.fasb.org/topic&trid=2122208" }, "r680": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(c)(2)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=123377692&loc=d3e61872-109447" }, "r681": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(1)(a))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r682": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(10)(1))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r683": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(11))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r684": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(13))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r685": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(15)(2))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r686": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(16))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r687": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(17))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r688": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(22))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r689": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(23))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r69": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a-c)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=SL7669646-108580" }, "r690": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(4))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r691": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(5))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r692": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03.17)", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r693": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(23))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r694": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "235", "Subparagraph": "(SX 210.9-05(b)(2))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399901&loc=d3e537907-122884" }, "r695": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "320", "Subparagraph": "(b)", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=123599081&loc=d3e62557-112803" }, "r696": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=124429447&loc=SL124453093-239630" }, "r697": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "470", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=123599511&loc=d3e64711-112823" }, "r698": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(15)(b)(2))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r699": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(16))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r7": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r70": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=SL7669646-108580" }, "r700": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(5))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r701": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(1)(g))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r702": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(12))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r703": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(16))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r704": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(19))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r705": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(2))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r706": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(23)(a)(3))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r707": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(23)(a)(4))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r708": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(24))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r709": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(25))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r71": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=d3e637-108580" }, "r710": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(8))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r711": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03.(a),19)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r712": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(19))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r713": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(9))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r714": { "Name": "Accounting Standards Codification", "Paragraph": "4H", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=116884468&loc=SL65671331-158438" }, "r715": { "Name": "Accounting Standards Codification", "Paragraph": "7A", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(d)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124506351&loc=SL117782755-158439" }, "r716": { "Name": "Accounting Standards Codification", "Paragraph": "13H", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124504033&loc=SL117783719-158441" }, "r717": { "Name": "Accounting Standards Codification", "Paragraph": "13H", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Subparagraph": "(b)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124504033&loc=SL117783719-158441" }, "r718": { "Name": "Accounting Standards Codification", "Paragraph": "13H", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Subparagraph": "(c)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124504033&loc=SL117783719-158441" }, "r719": { "Name": "Accounting Standards Codification", "Paragraph": "29F", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124504033&loc=SL117819544-158441" }, "r72": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=d3e681-108580" }, "r720": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r721": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(b)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r722": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r723": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)(1)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r724": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)(2)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r725": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(1)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r726": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(i)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r727": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(ii)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r728": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(iii)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r729": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(iv)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r73": { "Name": "Accounting Standards Codification", "Paragraph": "14A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=SL7669686-108580" }, "r730": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(h)(1)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r731": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(h)(2)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641" }, "r732": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "825", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=123600520&loc=SL75241803-196195" }, "r733": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-12B(Column B)(Footnote 1))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=d3e611197-123010" }, "r734": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-12B(Column B)(Footnote 6))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=d3e611197-123010" }, "r735": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-12B(Column B)(Footnote 7))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=d3e611197-123010" }, "r736": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-12B(Column C)(Footnote 1))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=d3e611197-123010" }, "r737": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-12B(Column C)(Footnote 6))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=d3e611197-123010" }, "r738": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-12B(Column C)(Footnote 7))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=d3e611197-123010" }, "r739": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-12B(Column D)(Footnote 1))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=d3e611197-123010" }, "r74": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=SL7669619-108580" }, "r740": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-12B(Column D)(Footnote 6))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=d3e611197-123010" }, "r741": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-12B(Column D)(Footnote 7))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=d3e611197-123010" }, "r742": { "Name": "Accounting Standards Codification", "Paragraph": "5D", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-13D(Column B)(Footnote 2))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=SL120429264-123010" }, "r743": { "Name": "Accounting Standards Codification", "Paragraph": "5D", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-13D(Column C)(Footnote 2))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=SL120429264-123010" }, "r744": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-15(Column A))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=d3e611379-123010" }, "r745": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-15(Column B))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=d3e611379-123010" }, "r746": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-15(Column C))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=d3e611379-123010" }, "r747": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-15(Column D))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=122147990&loc=d3e611379-123010" }, "r748": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "310", "Subparagraph": "(SX 210.12-29(Footnote 4))", "Topic": "948", "URI": "http://asc.fasb.org/extlink&oid=120402547&loc=d3e617274-123014" }, "r749": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "310", "Topic": "954", "URI": "http://asc.fasb.org/extlink&oid=123366838&loc=d3e3073-115593" }, "r75": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=SL7669619-108580" }, "r750": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "310", "Topic": "954", "URI": "http://asc.fasb.org/extlink&oid=123364037&loc=d3e3115-115594" }, "r751": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "440", "Subparagraph": "(a)", "Topic": "954", "URI": "http://asc.fasb.org/extlink&oid=6491277&loc=d3e6429-115629" }, "r752": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Subparagraph": "(d)", "Topic": "958", "URI": "http://asc.fasb.org/extlink&oid=120429125&loc=d3e99779-112916" }, "r753": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Topic": "958", "URI": "http://asc.fasb.org/extlink&oid=120429125&loc=d3e99893-112916" }, "r754": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Topic": "958", "URI": "http://asc.fasb.org/extlink&oid=120429125&loc=SL120174063-112916" }, "r755": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column B))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r756": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column C))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r757": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column D))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r758": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column E))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r759": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column F))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r76": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=SL7669625-108580" }, "r760": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column G))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r761": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column H))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r762": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column I))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r763": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Footnote 2))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r764": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Footnote 4))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r765": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "310", "Subparagraph": "(c)", "Topic": "976", "URI": "http://asc.fasb.org/extlink&oid=6497875&loc=d3e22274-108663" }, "r766": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "310", "Subparagraph": "(b)", "Topic": "978", "URI": "http://asc.fasb.org/extlink&oid=123360121&loc=d3e27327-108691" }, "r767": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "985", "URI": "http://asc.fasb.org/extlink&oid=6501960&loc=d3e128462-111756" }, "r768": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b" }, "r769": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b-2" }, "r77": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124509347&loc=SL7669625-108580" }, "r770": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b-23" }, "r771": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "d1-1" }, "r772": { "Name": "Form 10-K", "Number": "249", "Publisher": "SEC", "Section": "310" }, "r773": { "Name": "Form 20-F", "Number": "249", "Publisher": "SEC", "Section": "220", "Subsection": "f" }, "r774": { "Name": "Form 40-F", "Number": "249", "Publisher": "SEC", "Section": "240", "Subsection": "f" }, "r775": { "Name": "Forms 10-K, 10-Q, 20-F", "Number": "240", "Publisher": "SEC", "Section": "13", "Subsection": "a-1" }, "r776": { "Name": "Regulation S-K (SK)", "Number": "229", "Paragraph": "(a)", "Publisher": "SEC", "Section": "1402" }, "r777": { "Name": "Regulation S-T", "Number": "232", "Publisher": "SEC", "Section": "405" }, "r778": { "Name": "Securities Act", "Number": "230", "Publisher": "SEC", "Section": "405" }, "r779": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "848" }, "r78": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124431353&loc=SL116659661-227067" }, "r780": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "848" }, "r781": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "848" }, "r782": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)(3)(iii)(01)", "Topic": "848" }, "r783": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)(3)(iii)(03)", "Topic": "848" }, "r79": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124431353&loc=SL124442407-227067" }, "r8": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r80": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124431353&loc=SL124442411-227067" }, "r81": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124431353&loc=SL124452729-227067" }, "r82": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=124507222&loc=d3e1436-108581" }, "r83": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(1))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r84": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(21))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r85": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(4))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r86": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.19)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r87": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.2(a),(d))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r88": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.2)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r89": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.4)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r9": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765" }, "r90": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.7)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227" }, "r91": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3151-108585" }, "r92": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3179-108585" }, "r93": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3213-108585" }, "r94": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3213-108585" }, "r95": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3213-108585" }, "r96": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3255-108585" }, "r97": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3255-108585" }, "r98": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3291-108585" }, "r99": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=123570139&loc=d3e3291-108585" } }, "version": "2.1" } ZIP 127 0001564590-22-007867-xbrl.zip IDEA: XBRL DOCUMENT begin 644 0001564590-22-007867-xbrl.zip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�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