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Related Parties
6 Months Ended
Jun. 30, 2021
Related Party Transactions [Abstract]  
Related Parties

Note 12. Related parties

Relationship and transactions with Gilead Sciences, Inc. (Gilead)

 

As of June 30, 2021, Gilead held approximately 19.4% of the Company’s outstanding common stock. These holdings resulted from Gilead’s participation in the May 2020 Public Offering as well as purchases of stock under the stock purchase agreements. In the May 2020 public offering, Gilead purchased 2,200,000 shares of common stock for an amount of $56.7 million, net of offering costs. Under the stock purchase agreements, Gilead purchased 5,963,029 and 5,650,000 shares in July 2020 and February 2021, respectively, for a total investment of $327.8 million, net of offering costs and amounts allocated to the performance obligations created by the Gilead Collaboration Agreement. Gilead has the right, at its option, to purchase up to a maximum of 35% of the Company’s then-outstanding voting common stock, from time to time over a five-year period from the closing of the initial transaction in July 2020. Gilead also has the right under the Investor Rights Agreement to designate two individuals to be appointed to the Company’s board of directors. Pursuant to the Investor Rights Agreement, the Company appointed the Gilead designees, Merdad Parsey, M.D., Ph.D. and Michael Quigley, Ph.D., to its board of directors, in July 2020 and January 2021, respectively. See Note 7 for further discussion of the agreements with Gilead.

 

At June 30, 2021, the Company had a $1.3 million cost sharing receivable recorded on the condensed consolidated balance sheets under receivable from collaboration partners, to be invoiced the following quarter. The Company also had $170.0 million in deferred revenue at June 30, 2021, of which $102.4 million represented the long-term portion of revenue allocated to performance obligations not expected to be completed within one year of the balance sheet date, which was recorded in deferred revenue, noncurrent on the condensed consolidated balance sheets. The Company also had $9.7 million in contract liabilities for future development and commercialization services which Gilead prepaid, all of which was recorded in other long-term liabilities on the consolidated balance sheets.

 

For the three and six months ended June 30, 2021, the Company recognized $7.7 million and $15.4 million, respectively, in revenue under the Gilead Collaboration Agreement. For each of these periods, the Company also recognized reductions of $1.2 million and $6.1 million, respectively, in research and development expense, including $4.0 million of cost sharing reimbursement related to milestone expense, under the cost-sharing provisions of the agreement.

 

The Company received a $175 million upfront payment from Gilead in connection with the Gilead Collaboration Agreement in July 2020 and identified $100 million in unconstrained consideration to be received in 2022. In addition, in July 2020 the Company received $200 million from Gilead in connection with the Stock Purchase Agreement, of which approximately $109.4 million represented the fair value of stock purchased at the transaction closing date with the remaining premium of $90.6 million allocated to the transaction price. In February 2021, the Company received $220.4 million from Gilead in connection with the purchase by Gilead of 5,650,000 shares of the Company’s common stock at a per share price of $39.00 pursuant to the amended and restated Stock Purchase Agreement.