License and Collaboration Agreements	12 Months Ended
Dec. 31, 2022
License And Collaboration Agreements [Abstract]
License and Collaboration Agreements	(7) License and Collaboration Agreements Adimab The Company has a collaboration agreement with Adimab, LLC ("Adimab") (the "Adimab Collaboration Agreement"). Pursuant to the Adimab Collaboration Agreement, the Company selected a number of biological targets against which Adimab used its proprietary platform technology to discover and/or optimize antibodies based upon mutually agreed-upon research plans. Under the Adimab Collaboration Agreement, the Company has the ability to select a specified number of additional biological targets against which Adimab will provide additional antibody discovery and optimization services. During the research term and evaluation term for a given research program with Adimab, the Company has a non-exclusive worldwide license under Adimab’s technology to perform certain research activities and to evaluate the program antibodies to determine whether the Company wants to exercise its option to obtain a royalty-free, fully paid, non-exclusive license to exploit such antibodies and sublicense through multiple tiers (the "Adimab Option"). Under the Adimab Collaboration Agreement, the Company paid a one-time, non-creditable, non-refundable technology access fee. The Company is also required to pay an annual access fee and research funding fees in connection with Adimab’s full-time employees’ compensation for performance of Adimab’s obligations under the Adimab Collaboration Agreement. The Company is also obligated to make certain research delivery, clinical and sales milestone payments to Adimab on a program-by-program basis, subject to certain reductions and discounts. The Company is obligated to pay certain royalty payments on a product-by-product basis at a low single-digit percentage of annual aggregate worldwide net sales. Such royalty obligations will expire on a country-by-country and product-by-product basis upon the later of (a) a certain low double-digit number of years after the first commercial sale of such product in such country and (b) the expiration of the last issued and not expired, permanently revoked, or invalid claim within a program patent covering such product. The Company may terminate the Adimab Collaboration Agreement at any time, for any reason, upon a specified period advance written notice. The term of the Adimab Collaboration Agreement expires upon the last research program’s evaluation term in the event no Adimab Option is exercised or in the event an Adimab Option is exercised, after the royalty term expires at the later of a specified period or invalid patent coverage of the relevant product. During 2022 and 2021, the Company recorded $0.5 million and less than $0.1 million, respectively, relating to the Adimab Collaboration Agreement within research and development expenses. Cullinan Amber—Massachusetts Institute of Technology Cullinan Amber Corp. ("Cullinan Amber") has an exclusive patent license agreement with Massachusetts Institute of Technology ("MIT") to develop a cancer immunotherapy product worldwide (the "MIT License Agreement"). Cullinan Amber is also responsible for paying non-refundable, creditable annual license maintenance fees in an increasing amount over a certain number of years and a fixed amount subsequent to this period of time. In addition, MIT granted to Cullinan Amber an exclusive option to amend the initially determined field to include expansion fields, and such amendment would trigger the payment to MIT of an amendment fee. Additionally, Cullinan Amber is obligated to pay certain non-refundable, non-creditable milestone payments up to $7.0 million and up to $5.5 million to MIT upon the occurrence of certain clinical and regulatory events associated with its first and second indications, respectively, by product, and up to an additional $12.5 million upon the occurrence of cumulative net sales targets. Each milestone payment is paid one time only up to a certain payment amount. No milestones have been achieved to date under the MIT License Agreement. Under certain conditions upon a change in control of Cullinan Amber, Cullinan Amber is required to pay a specified change in control fee and Cullinan Amber’s clinical and regulatory milestone payments shall be increased by 100%. Furthermore, Cullinan Amber is required to pay running low single-digit royalty percentage on net sales of all licensed products for each reporting period, subject to certain offsets or reductions. The royalties due to MIT for net sales of the licensed product shall not be reduced by more than a mid double-digit percentage. Cullinan Amber is also required to share any income from sublicensing the licensed products, with the percentage to be determined by the clinical phase of the licensed product, no greater than low to mid double-digit percentages. Such royalty obligations will expire on a country-by-country and product-by-product basis upon the expiration or abandonment of all issued patents and filed patent applications within the patent rights. During 2022 and 2021, the Company recorded $0.4 million and $0.1 million, respectively, relating to the MIT License Agreement within research and development expenses. Cullinan Florentine—Tübingen License Agreement Cullinan Florentine Corp. (“Cullinan Florentine”) has an exclusive license agreement (the Tübingen License Agreement) with Deutsches Krebsforschungszentrum (“DKFZ”), Eberhard Karls University of Tübingen, Faculty of Medicine (“University of Tübingen”) and Universitätsmedizin Gesellschaft für Forschung und Entwicklung mbH, Tübingen (“UFE”). Pursuant to the Tübingen License Agreement, DKFZ and University of Tübingen, collectively referred to as the Licensor, granted to Florentine an exclusive worldwide, milestone- and royalty-bearing license under certain licensed patent rights, applications, technical information and know-how, with the right to grant sublicenses through multiple tiers to research, develop, commercialize or otherwise exploit licensed products within the field. Florentine shall pay certain non-refundable, non-creditable milestone payments to the Licensor upon the occurrence of certain clinical and regulatory events related to a licensed product. Each milestone payment is paid one time only up to a certain payment amount. Furthermore, Cullinan Florentine is required to pay running low to mid-single digit royalty percentage on net sales of each licensed product on a country-by-country and product-by-product basis during the royalty term, subject to certain offsets or reductions. The aggregate, worldwide royalties due to Licensor for net sales of any licensed product in a calendar year shall not be reduced to an amount less than low to mid-single digit percentages. Such royalty obligations will expire on a country-by-country and product-by-product basis upon the later of (a) the expiration of the last valid claim of a patent which covers a product in such country and (b) a low double digit anniversary following the first commercial sale of a product in such country. Under certain conditions upon a first change in control, Cullinan Florentine shall pay a non-refundable, non-creditable mid-single digit percent of sale proceeds, provided, however, that such payment shall not be required following consummation of an initial public offering of Cullinan Florentine. Either party may terminate the agreement upon a material breach by the other party or insolvency of the other party. Cullinan Florentine may terminate the DKFZ/Tübingen License Agreement for any or no reason after the first filing of an investigational new drug application or clinical trial agreement, or CTA, by providing prior written notice. Licensor may terminate the agreement by providing prior written notice, if Cullinan Florentine or any of its affiliates challenges the validity of certain patent rights. Unless earlier terminated, the Tübingen License Agreement continues perpetually. No milestones have been achieved to date under the Tübingen License Agreement. The Company did not incur license fee expense relating to this agreement during 2022 and 2021. Cullinan MICA—Steinle Agreement Cullinan MICA has an agreement with Dr. Alexander Steinle (the "Steinle Agreement"), who provided Cullinan MICA with services for the discovery, design and development of monoclonal antibodies that prevent the proteolytic cleavage of MICA from the surface of a cancer cell and augments killing of these cancer cells by immune cells expressing NKG2D receptors (“MICA antibodies”). Under this agreement, Cullinan MICA shall pay certain non-refundable, non-creditable milestone payments to Dr. Steinle upon the occurrence of certain clinical and regulatory events related to a MICA antibody. Each milestone payment is paid one time only up to a certain payment amount. Cullinan MICA is also required to pay Dr. Steinle a low single digit royalty percentage on net sales of each MICA antibody on a country-by-country and product-by-product basis during the royalty term, subject to certain offsets or reductions. During 2022, the Company recorded $0.1 million related to milestone payments under the Steinle Agreement within research and development expenses. Cullinan Pearl—Taiho & Zai Lab License Agreements In 2020, Cullinan Pearl entered into a license agreement (the “Zai License Agreement”) with Zai Lab Shanghai Company, Ltd. (“Zai Lab”) to grant Zai Lab an exclusive royalty-bearing license to research, develop, commercialize and manufacture CLN-081 and products which contain CLN-081 in Greater China. As partial consideration of the license and rights granted to Zai Lab, Zai Lab paid Cullinan Pearl a one-time, irrevocable, nonrefundable license fee of $20.0 million. The upfront payment received by Cullinan Pearl was subject to foreign tax withholdings. When the licensed intellectual property and technology know-how was transferred to Zai Lab in 2021, the Company recognized revenue of $18.9 million, which represented the upfront fee less the foreign tax withholdings that it did not expect to recover. Under a revenue sharing agreement with Taiho, the Company also recorded $3.0 million within research and development expenses in 2021 upon receipt of the upfront payment for licensing the Greater China rights for zipalertinib to Zai Lab. The Company completed the sale of its entire equity interest in Cullinan Pearl to Taiho in June 2022. Refer to Note 3 for additional details relating to the transaction.

License and Collaboration Agreements

12 Months Ended

Dec. 31, 2022

License And Collaboration Agreements [Abstract]

(7)

License and Collaboration Agreements

Adimab

The Company has a collaboration agreement with Adimab, LLC ("Adimab") (the "Adimab Collaboration Agreement"). Pursuant to the Adimab Collaboration Agreement, the Company selected a number of biological targets against which Adimab used its proprietary platform technology to discover and/or optimize antibodies based upon mutually agreed-upon research plans. Under the Adimab Collaboration Agreement, the Company has the ability to select a specified number of additional biological targets against which Adimab will provide additional antibody discovery and optimization services.

During the research term and evaluation term for a given research program with Adimab, the Company has a non-exclusive worldwide license under Adimab’s technology to perform certain research activities and to evaluate the program antibodies to determine whether the Company wants to exercise its option to obtain a royalty-free, fully paid, non-exclusive license to exploit such antibodies and sublicense through multiple tiers (the "Adimab Option").

Under the Adimab Collaboration Agreement, the Company paid a one-time, non-creditable, non-refundable technology access fee. The Company is also required to pay an annual access fee and research funding fees in connection with Adimab’s full-time employees’ compensation for performance of Adimab’s obligations under the Adimab Collaboration Agreement. The Company is also obligated to make certain research delivery, clinical and sales milestone payments to Adimab on a program-by-program basis, subject to certain reductions and discounts.

The Company is obligated to pay certain royalty payments on a product-by-product basis at a low single-digit percentage of annual aggregate worldwide net sales. Such royalty obligations will expire on a country-by-country and product-by-product basis upon the later of (a) a certain low double-digit number of years after the first commercial sale of such product in such country and (b) the expiration of the last issued and not expired, permanently revoked, or invalid claim within a program patent covering such product.

The Company may terminate the Adimab Collaboration Agreement at any time, for any reason, upon a specified period advance written notice. The term of the Adimab Collaboration Agreement expires upon the last research program’s evaluation term in the event no Adimab Option is exercised or in the event an Adimab Option is exercised, after the royalty term expires at the later of a specified period or invalid patent coverage of the relevant product.

During 2022 and 2021, the Company recorded $0.5 million and less than $0.1 million, respectively, relating to the Adimab Collaboration Agreement within research and development expenses.

Cullinan Amber—Massachusetts Institute of Technology

Cullinan Amber Corp. ("Cullinan Amber") has an exclusive patent license agreement with Massachusetts Institute of Technology ("MIT") to develop a cancer immunotherapy product worldwide (the "MIT License Agreement"). Cullinan Amber is also responsible for paying non-refundable, creditable annual license maintenance fees in an increasing amount over a certain number of years and a fixed amount subsequent to this period of time. In addition, MIT granted to Cullinan Amber an exclusive option to amend the initially determined field to include expansion fields, and such amendment would trigger the payment to MIT of an amendment fee.

Additionally, Cullinan Amber is obligated to pay certain non-refundable, non-creditable milestone payments up to $7.0 million and up to $5.5 million to MIT upon the occurrence of certain clinical and regulatory events associated with its first and second indications, respectively, by product, and up to an additional $12.5 million upon the occurrence of cumulative net sales targets. Each milestone payment is paid one time only up to a certain payment amount. No milestones have been achieved to date under the MIT License Agreement.

Under certain conditions upon a change in control of Cullinan Amber, Cullinan Amber is required to pay a specified change in control fee and Cullinan Amber’s clinical and regulatory milestone payments shall be increased by 100%.

Furthermore, Cullinan Amber is required to pay running low single-digit royalty percentage on net sales of all licensed products for each reporting period, subject to certain offsets or reductions. The royalties due to MIT for net sales of the licensed product shall not be reduced by more than a mid double-digit percentage. Cullinan Amber is also required to share any income from sublicensing the licensed products, with the percentage to be determined by the clinical phase of the licensed product, no greater than low to mid double-digit percentages. Such royalty obligations will expire on a country-by-country and product-by-product basis upon the expiration or abandonment of all issued patents and filed patent applications within the patent rights.

During 2022 and 2021, the Company recorded $0.4 million and $0.1 million, respectively, relating to the MIT License Agreement within research and development expenses.

Cullinan Florentine—Tübingen License Agreement

Cullinan Florentine Corp. (“Cullinan Florentine”) has an exclusive license agreement (the Tübingen License Agreement) with Deutsches Krebsforschungszentrum (“DKFZ”), Eberhard Karls University of Tübingen, Faculty of Medicine (“University of Tübingen”) and Universitätsmedizin Gesellschaft für Forschung und Entwicklung mbH, Tübingen (“UFE”). Pursuant to the Tübingen License Agreement, DKFZ and University of Tübingen, collectively referred to as the Licensor, granted to Florentine an exclusive worldwide, milestone- and royalty-bearing license under certain licensed patent rights, applications, technical information and know-how, with the right to grant sublicenses through multiple tiers to research, develop, commercialize or otherwise exploit licensed products within the field.

Florentine shall pay certain non-refundable, non-creditable milestone payments to the Licensor upon the occurrence of certain clinical and regulatory events related to a licensed product. Each milestone payment is paid one time only up to a certain payment amount.

Furthermore, Cullinan Florentine is required to pay running low to mid-single digit royalty percentage on net sales of each licensed product on a country-by-country and product-by-product basis during the royalty term, subject to certain offsets or reductions. The aggregate, worldwide royalties due to Licensor for net sales of any licensed product in a calendar year shall not be reduced to an amount less than low to mid-single digit percentages. Such royalty obligations will expire on a country-by-country and product-by-product basis upon the later of (a) the expiration of the last valid claim of a patent which covers a product in such country and (b) a low double digit anniversary following the first commercial sale of a product in such country. Under certain conditions upon a first change in control, Cullinan Florentine shall pay a non-refundable, non-creditable mid-single digit percent of sale proceeds, provided, however, that such payment shall not be required following consummation of an initial public offering of Cullinan Florentine.

Either party may terminate the agreement upon a material breach by the other party or insolvency of the other party. Cullinan Florentine may terminate the DKFZ/Tübingen License Agreement for any or no reason after the first filing of an investigational new drug application or clinical trial agreement, or CTA, by providing prior written notice. Licensor may terminate the agreement by providing prior written notice, if Cullinan Florentine or any of its affiliates challenges the validity of certain patent rights. Unless earlier terminated, the Tübingen License Agreement continues perpetually. No milestones have been achieved to date under the Tübingen License Agreement. The Company did not incur license fee expense relating to this agreement during 2022 and 2021.

Cullinan MICA—Steinle Agreement

Cullinan MICA has an agreement with Dr. Alexander Steinle (the "Steinle Agreement"), who provided Cullinan MICA with services for the discovery, design and development of monoclonal antibodies that prevent the proteolytic cleavage of MICA from the surface of a cancer cell and augments killing of these cancer cells by immune cells expressing NKG2D receptors (“MICA antibodies”).

Under this agreement, Cullinan MICA shall pay certain non-refundable, non-creditable milestone payments to Dr. Steinle upon the occurrence of certain clinical and regulatory events related to a MICA antibody. Each milestone payment is paid one time only up to a certain payment amount. Cullinan MICA is also required to pay Dr. Steinle a low single digit royalty percentage on net sales of each MICA antibody on a country-by-country and product-by-product basis during the royalty term, subject to certain offsets or reductions. During 2022, the Company recorded $0.1 million related to milestone payments under the Steinle Agreement within research and development expenses.

Cullinan Pearl—Taiho & Zai Lab License Agreements

In 2020, Cullinan Pearl entered into a license agreement (the “Zai License Agreement”) with Zai Lab Shanghai Company, Ltd. (“Zai Lab”) to grant Zai Lab an exclusive royalty-bearing license to research, develop, commercialize and manufacture CLN-081 and products which contain CLN-081 in Greater China. As partial consideration of the license and rights granted to Zai Lab, Zai Lab paid Cullinan Pearl a one-time, irrevocable, nonrefundable license fee of $20.0 million.

The upfront payment received by Cullinan Pearl was subject to foreign tax withholdings. When the licensed intellectual property and technology know-how was transferred to Zai Lab in 2021, the Company recognized revenue of $18.9 million, which represented the upfront fee less the foreign tax withholdings that it did not expect to recover.

Under a revenue sharing agreement with Taiho, the Company also recorded $3.0 million within research and development expenses in 2021 upon receipt of the upfront payment for licensing the Greater China rights for zipalertinib to Zai Lab.

The Company completed the sale of its entire equity interest in Cullinan Pearl to Taiho in June 2022. Refer to Note 3 for additional details relating to the transaction.