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Commitments and Contingences
12 Months Ended
Dec. 31, 2020
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingences

12. Commitments and Contingencies

Operating Leases

On September 30, 2015, the Company entered into a lease agreement (the Menlo Park Lease) to lease approximately 17,352 square feet of office and laboratory space located in Menlo Park, CA. The total base lease payments over the life of the lease are $3.4 million, offset by $0.8 million in tenant improvement allowances. The lease expires on March 31, 2022. The landlord maintains responsibility for maintenance and risk of loss throughout the term of the lease agreement. The lease is recorded as an operating lease.

On September 30, 2019 and October 19, 2020, the Company entered into amendments to the Menlo Park lease agreement for the office and laboratory space in Menlo Park to lease from the same landlord additional nearby buildings with approximately 7,973 and 4,862 square feet of office and laboratory space, respectively. The leases commenced on October 1, 2019 and October 1, 2020, respectively, and both amendment leases expire on March 31, 2022. The total base lease payments over the life of the lease amendments are $0.4 million and $0.3 million, respectively.

On October 28, 2018, the Company entered into a new lease agreement to lease approximately 50,305 square feet of office and laboratory space located in Redwood City, CA. The total base lease payments over the life of the lease are $29.5 million, offset by $3.0 million in tenant improvement allowances. On December 30, 2020, the Company entered an amendment to the Redwood City lease to change the manner in which tenant improvements will be constructed at the premises. The lease has not commenced as the office and laboratory space is not available for use by the Company. The lease expires on February 28, 2030.

In April 2019, the Company amended its multi-year lease agreement to relocate its office space in Boston, MA under an operating lease agreement. The amended lease term is for a period of seven years from the date of relocation on August 1, 2019. The total base lease payments over the remaining lease term are $3.5 million.

The Company recognized rent expense of $0.9 million, $0.7 million and $0.5 million for the years ended December 31, 2020, 2019 and 2018, respectively.

As a result of adopting ASC 842 in 2020, the Company recorded lease right-of-use, (ROU) asset of $1.4 million and lease liabilities of $1.8 million as of January 1, 2020, primarily related to office leases based on the present value of future lease payments. There was no impact to retained earnings upon the adoption of ASC 842. As of December 31, 2020, the Company had no finance lease.

The adoption of ASC 842 resulted in the recognition of an operating lease ROU asset and corresponding liability in 2020 based on the present value of remaining lease payments discounted at the Company’s estimated IBR. The IBR and the remaining lease terms of our facilities and their weighted average IBR and remaining terms are as follows as of December 31, 2020:

 

Lease Locations

 

IBR

 

 

Remaining Terms

(in years)

Redwood City, CA

 

6.90%

 

 

9.2

Boston, MA

 

9.30%

 

 

5.6

Menlo Park, CA

 

6.80%

 

 

1.3

Weighted Average

 

7.20%

 

 

8.4

 

 

The following table contains a summary of the lease costs recognized under ASC 842 and other information pertaining to the Company’s operating leases for the year ended December 31, 2020:

 

 

 

For the Year Ended

December 31, 2020

 

Lease Cost

 

(in thousands)

 

Operating lease cost

 

$

894

 

Short-term lease cost

 

 

56

 

Variable lease cost

 

 

 

Total lease cost

 

$

950

 

Other Information

 

 

 

 

Operating cash flows used for lease payments

 

$

3,168

 

Operating cash flows used for lease liabilities

 

$

859

 

Operating lease right of use asset obtained

   in exchange of operating lease liability

 

$

22,367

 

 

As of December 31, 2020, operating lease assets were $23.1 million and operating lease liabilities were $21.6 million. The Company has no finance leases. The maturities of the operating lease liabilities as of December 31, 2020 were as follows (in thousands):

 

2021

 

$

2,505

 

2022

 

 

2,818

 

2023

 

 

3,429

 

2024

 

 

3,525

 

2025

 

 

3,624

 

2026 and thereafter

 

 

13,747

 

Total undiscounted lease payments

 

 

29,648

 

Less: imputed interest

 

 

8,009

 

Total operating lease liability

 

 

21,639

 

Less: current portion

 

 

1,215

 

Operating lease liability, net of current maturities

 

$

20,424

 

 

The future minimum lease payments under all non-cancelable operating lease obligations as of December 31, 2019 under ASC 840 were as follows (in thousands):

 

2020

 

$

2,721

 

2021

 

 

3,518

 

2022

 

 

2,942

 

2023

 

 

2,798

 

2024

 

 

2,882

 

2025 and thereafter

 

 

16,328

 

Total

 

$

31,189

 

 

In conjunction with the Menlo Park lease agreement, the Company issued a cash-collateralized letter of credit in lieu of security deposit of $0.2 million. In addition, the Company issued a cash-collateralized letter of credit for $4.1 million in 2018 for the new office lease in Redwood City, CA. The Company also maintains a letter of credit of $0.2 million for the benefit of the landlord in connection with the Company’s office lease in Boston, MA. All cash amounts are recorded as restricted cash on the consolidated balance sheet as of December 31, 2020 and 2019.

Indemnification Agreements

In the ordinary course of business, the Company enters into agreements that may include indemnification provisions. Pursuant to such agreements, the Company may indemnify, hold harmless and defend an indemnified party for losses suffered or incurred by the indemnified party. Some of the provisions will limit losses to those arising from third-party actions. In some cases, the indemnification will continue after the termination of the agreement. The maximum potential amount of future payments the Company could be required to make under these provisions is not determinable. The Company has never

incurred material costs to defend lawsuits or settle claims related to these indemnification provisions. The Company has also entered into indemnification agreements with its directors and officers that require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers to the fullest extent permitted by Delaware corporate law. The Company currently has directors’ and officers’ liability insurance.

Legal Proceedings

In connection with the Merger, seven lawsuits were filed against the Company, its directors, Former Adicet, and/or Merger Sub. which were either dismissed or settled for of $0.2 million in the fourth quarter of 2020.