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

Note 8. Commitments and Contingencies

 

Legal Proceedings

 

The Company is not currently subject to any material legal proceedings.

 

License and Sponsored Research Agreements

 

The Company is obligated to compensate Temple pursuant to the Temple License Agreement and is committed to funding the Temple SRA and Utah SRA, each as further described in Note 9.

 

Lease Commitments

 

The Company has commitments under certain operating leases for facilities used in its operations. These operating leases have initial lease terms ranging from 2.0 to approximately 10.3 years. The lease agreements contain provisions for future rent increases and options to extend the initial lease terms.

 

Future undiscounted cash flows for each of the next five years and thereafter and reconciliation to the lease liabilities recognized on the balance sheet as of September 30, 2022 is as follows:

 

($ in thousand)

 

Operating Leases

 

Remainder of 2022

 

$

63

 

2023

 

 

254

 

2024

 

 

76

 

2025

 

 

16

 

2026

 

 

17

 

Thereafter

 

 

124

 

Total lease payments

 

$

550

 

Less: imputed interest

 

 

(44

)

Total present value of lease liabilities

 

$

506

 

 

In June 2022, the Company entered into an agreement to lease portions of a facility. The lease commencement date has not occurred for certain portions of the facility as of September 30, 2022. As a result, future lease payments of approximately $5.0 million are not recorded on the Company’s consolidated balance sheets and are excluded from the table above. Each of the premises set forth in the agreement are expected to be fully available by January 2023, with a initial term of approximately 10.3 years; provided, however, the Company has the right to terminate the lease effective September 30, 2029, subject to an early termination penalty.

 

The following table sets forth information pertaining to the Company's operating lease liabilities as of September 30, 2022:

 

 

 

September 30,

 

 

 

2022

 

Weighted-average remaining lease term (in years):

 

 

 

Operating leases

 

 

4.28

 

Weighted-average discount rate:

 

 

 

Operating leases

 

 

3.02

%

 

During the three and nine months ended September 30, 2022, rent expense was less than $0.1 million and $0.1 million, respectively. No rent expense was incurred during the nine months ended September 30, 2021.

 

Rocket Merger Financial Advisor Fee

 

The Company retained Wells Fargo Securities as its financial advisor in connection with the Mergers. In connection therewith, the Company agreed to pay Wells Fargo Securities an aggregate fee currently estimated to be approximately $3.0 million (the "Financial Advisor Fee"), $1.0 million of which became payable to Wells Fargo Securities upon execution of the Rocket Merger Agreement on September 19, 2022, and the remainder of which is contingent and payable upon the consummation of the Mergers. In addition, the Company has agreed to reimburse Wells Fargo Securities for certain expenses and to indemnify Wells Fargo Securities and certain related parties against certain liabilities and other items that may arise out of or relate to Wells Fargo Securities’ engagement. None of the remaining estimated $2.0 million of the Financial Advisor Fee is reflected in the Company's financial statements as such amounts are contingent on the Mergers being consummated, which is subject to approval by both Rocket and Renovacor shareholders.