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Commitments and Contingencies
6 Months Ended
Jun. 30, 2022
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

9. Commitments and Contingencies

Operating Lease Commitments

5980 Horton Street Building Lease

In May 2015, the Company executed a lease agreement for office and laboratory space in Emeryville, California. In January 2016, the Company executed the first amendment to the lease agreement for additional rentable office and laboratory space which extended the lease term to March 31, 2023 and updated the option to renew the lease at market rent from the prior additional term of three years to five years. In October 2018, the Company executed a second amendment to extend the lease to September 2026. Additionally, the second amendment provided a tenant improvement allowance of $0.2 million, which was paid to the Company in November 2018.

The 5980 Horton Street Building Lease is considered an operating lease under ASC 842 as it does not meet the criteria of a finance lease. As of June 30, 2022, the operating lease right-of-use asset and operating lease liability were $1.7 million and $2.1 million, respectively. As of December 31, 2021, the operating lease right-of-use asset and operating lease liability were $1.9 million and $2.3 million, respectively. The discount rate used to determine the lease liability was 7.5%.

5858 Horton Street Building Lease and Expansion

In October 2018, the Company executed a second lease agreement for additional office and laboratory space in Emeryville, California. The new lease has an initial term of 87 months beginning on the rent commencement date with the option to renew the lease for one additional term of five years at market rent. The Company did not have to pay rent until October 2019. This lease agreement also provided for a tenant improvement allowance of $0.4 million, which was paid to the Company in December 2019. The Company amortizes the tenant improvement allowance on a straight-line basis over the remaining term of the lease as a reduction of rent expense.

In May 2019, the Company amended the second lease agreement executed in October 2018 to add additional office, manufacturing and laboratory space (the “Expansion”). The amendment extended the term of the lease to December 31, 2029. The Company did not have to pay rent until December 2019. The lease agreement also included a tenant improvement allowance, which was increased to $2.3 million in February 2021 pursuant to a second amendment to the second lease agreement. As of June 30, 2022 the Company has received $1.9 million of this tenant improvement allowance. The tenant improvement allowance funds improvements to the additional office, manufacturing and laboratory space, which the Company has determined to be lessee owned. The allowance is treated as a reduction of lease payments used to measure the lease liability.

The 5858 Horton Street Building Lease and Expansion are considered operating leases under ASC 842 as they do not meet the criteria of a finance lease. As of June 30, 2022, the operating lease right-of-use asset and operating lease liability were $12.1 million and $14.9 million, respectively. As of December 31, 2021, the operating lease right-of-use asset and operating lease liability were $12.6 million and $14.2 million, respectively. The discount rate used to determine the lease liability was 7.8%.

Neither of the leases include a general option for the Company to terminate the leases.

The following table summarizes the components of lease expense for the three and six months ended June 30, 2022 and 2021 (in thousands):

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Operating lease cost

 

$

697

 

 

$

697

 

 

$

1,393

 

 

$

1,237

 

Variable lease cost

 

 

246

 

 

 

241

 

 

 

557

 

 

 

476

 

Total

 

$

943

 

 

$

938

 

 

$

1,950

 

 

$

1,713

 

Variable lease payments include amounts relating to common area maintenance and are recognized in the condensed statements of operations as incurred.

The following table summarizes supplemental information related to operating leases:

 

 

 

June 30,
2022

 

 

December 31,
2021

 

Weighted-average remaining lease term (in years):

 

 

7.1

 

 

 

7.6

 

Weighted-average discount rate:

 

 

7.8

%

 

 

7.8

%

The following table summarizes the maturities of lease liabilities as of June 30, 2022 (in thousands):

 

2022 (remaining six months)

 

$

1,119

 

2023

 

 

3,058

 

2024

 

 

3,149

 

2025

 

 

3,244

 

2026

 

 

3,135

 

Thereafter

 

 

8,688

 

Total future minimum lease payments

 

 

22,393

 

Less: Amount representing interest

 

 

(5,395

)

Present value of future minimum lease payments

 

 

16,998

 

Less: Current portion of operating lease liabilities

 

 

2,596

 

Long-term portion of operating lease liabilities

 

$

14,402

 

Indemnification Agreements

In the ordinary course of business, the Company enters into agreements that may include indemnification provisions, such as with vendors and other parties. 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 maintains directors’ and officers’ liability insurance that would generally enable it to recover a portion of any future amounts paid. The Company believes the estimated fair value of its indemnification agreements in excess of applicable insurance coverage is not material.

Legal Proceedings

From time to time, the Company may become involved in legal proceedings arising from the ordinary course of its business. If applicable, the Company records a legal liability when it believes that it is both probable that a liability may be imputed, and the amount of the liability can be reasonably estimated. Significant judgment by the Company is required to determine both probability and the estimated amount.

There are no material legal proceedings outstanding at June 30, 2022. See Note 12 for details of a settlement with a former employee in April 2021.