☒
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
71-0872999
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification No.)
|
200 Penobscot Drive,
|
Redwood City,
|
California
|
|
94063
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Title of Each Class
|
Trading Symbol(s)
|
Name of Each Exchange on Which Registered
|
Common Stock, par value $0.0001 per share
|
CDXS
|
The Nasdaq Global Select Market
|
Large accelerated filer
|
☒
|
|
Accelerated filer
|
☐
|
Non-accelerated filer
|
☐
|
|
Smaller reporting company
|
☐
|
|
|
|
Emerging growth company
|
☐
|
|
PAGE
NUMBER
|
|
|
||
PART I. FINANCIAL INFORMATION
|
||
|
|
|
ITEM 1:
|
|
|
|
||
|
||
|
||
|
||
|
||
ITEM 2:
|
||
ITEM 3:
|
||
ITEM 4:
|
||
|
|
|
|
|
|
ITEM 1:
|
||
ITEM 1A:
|
||
ITEM 2:
|
||
ITEM 3:
|
||
ITEM 4:
|
||
ITEM 5:
|
||
ITEM 6:
|
||
|
September 30, 2019
|
|
December 31, 2018
|
||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
92,143
|
|
|
$
|
53,039
|
|
Accounts receivable, net of allowances of $34 at September 30, 2019 and December 31, 2018
|
12,327
|
|
|
11,551
|
|
||
Unbilled receivables, current
|
2,317
|
|
|
1,916
|
|
||
Inventories
|
397
|
|
|
589
|
|
||
Prepaid expenses and other current assets
|
1,553
|
|
|
1,068
|
|
||
Contract assets
|
1,193
|
|
|
35
|
|
||
Total current assets
|
109,930
|
|
|
68,198
|
|
||
Restricted cash
|
1,731
|
|
|
1,446
|
|
||
Equity securities
|
—
|
|
|
588
|
|
||
Right-of-use assets - Operating leases, net
|
24,542
|
|
|
—
|
|
||
Right-of-use assets - Finance leases, net
|
321
|
|
|
—
|
|
||
Property and equipment, net
|
6,241
|
|
|
4,759
|
|
||
Goodwill
|
3,241
|
|
|
3,241
|
|
||
Other non-current assets
|
190
|
|
|
1,051
|
|
||
Total assets
|
$
|
146,196
|
|
|
$
|
79,283
|
|
Liabilities and Stockholders' Equity
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
1,743
|
|
|
$
|
3,050
|
|
Accrued compensation
|
4,695
|
|
|
5,272
|
|
||
Other accrued liabilities
|
6,182
|
|
|
4,855
|
|
||
Current portion of lease obligations - Operating leases
|
893
|
|
|
—
|
|
||
Current portion of lease obligations - Finance leases
|
122
|
|
|
—
|
|
||
Deferred revenue
|
1,288
|
|
|
4,936
|
|
||
Total current liabilities
|
14,923
|
|
|
18,113
|
|
||
Deferred revenue, net of current portion
|
1,988
|
|
|
3,352
|
|
||
Long-term lease obligations - Operating leases
|
25,554
|
|
|
—
|
|
||
Long-term lease obligations - Finance leases
|
—
|
|
|
61
|
|
||
Lease incentive obligation, net of current portion
|
—
|
|
|
35
|
|
||
Other long-term liabilities
|
1,223
|
|
|
1,416
|
|
||
Total liabilities
|
43,688
|
|
|
22,977
|
|
||
|
|
|
|
||||
Commitments and Contingencies (Note 11)
|
|
|
|
|
|
||
Stockholders' equity:
|
|
|
|
||||
Preferred stock, $0.0001 par value per share; 5,000 shares authorized; none issued and outstanding
|
—
|
|
|
—
|
|
||
Common stock, $0.0001 par value per share; 100,000 shares authorized;
58,386 shares and 54,065 shares issued and outstanding at September 30, 2019 and December 31, 2018, respectively |
6
|
|
|
5
|
|
||
Additional paid-in capital
|
444,276
|
|
|
386,775
|
|
||
Accumulated deficit
|
(341,774
|
)
|
|
(330,474
|
)
|
||
Total stockholders' equity
|
102,508
|
|
|
56,306
|
|
||
Total liabilities and stockholders' equity
|
$
|
146,196
|
|
|
$
|
79,283
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Product revenue
|
$
|
10,351
|
|
|
$
|
8,405
|
|
|
$
|
24,588
|
|
|
$
|
18,291
|
|
Research and development revenue
|
11,555
|
|
|
8,541
|
|
|
25,220
|
|
|
26,235
|
|
||||
Total revenues
|
21,906
|
|
|
16,946
|
|
|
49,808
|
|
|
44,526
|
|
||||
Costs and operating expenses:
|
|
|
|
|
|
|
|
||||||||
Cost of product revenue
|
5,067
|
|
|
3,791
|
|
|
12,230
|
|
|
10,228
|
|
||||
Research and development
|
8,711
|
|
|
7,917
|
|
|
25,000
|
|
|
22,464
|
|
||||
Selling, general and administrative
|
7,869
|
|
|
7,344
|
|
|
24,180
|
|
|
22,485
|
|
||||
Total costs and operating expenses
|
21,647
|
|
|
19,052
|
|
|
61,410
|
|
|
55,177
|
|
||||
Income (loss) from operations
|
259
|
|
|
(2,106
|
)
|
|
(11,602
|
)
|
|
(10,651
|
)
|
||||
Interest income
|
480
|
|
|
199
|
|
|
929
|
|
|
444
|
|
||||
Other expenses, net
|
(403
|
)
|
|
(80
|
)
|
|
(615
|
)
|
|
(221
|
)
|
||||
Income (loss) before income taxes
|
336
|
|
|
(1,987
|
)
|
|
(11,288
|
)
|
|
(10,428
|
)
|
||||
Provision for (benefit from) income taxes
|
(7
|
)
|
|
1
|
|
|
12
|
|
|
(11
|
)
|
||||
Net Income (loss)
|
$
|
343
|
|
|
$
|
(1,988
|
)
|
|
$
|
(11,300
|
)
|
|
$
|
(10,417
|
)
|
|
|
|
|
|
|
|
|
||||||||
Net income (loss) per share, basic
|
$
|
0.01
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.20
|
)
|
|
$
|
(0.20
|
)
|
Net income (loss) per share, diluted
|
$
|
0.01
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.20
|
)
|
|
$
|
(0.20
|
)
|
|
|
|
|
|
|
|
|
||||||||
Weighted average common stock shares used in computing net income (loss) per share, basic
|
58,287
|
|
|
53,597
|
|
|
55,818
|
|
|
51,609
|
|
||||
Weighted average common stock shares used in computing net income (loss) per share, diluted
|
61,412
|
|
|
53,597
|
|
|
55,818
|
|
|
51,609
|
|
|
|
Common Stock
|
|
Additional
paid-in Capital |
|
Accumulated Other
Comprehensive Income (Loss) |
|
Accumulated Deficit
|
|
Total Stockholders' Equity
|
|||||||||||||
Three months ended September 30, 2019
|
|
Shares
|
|
Amount
|
|
|
|
|
|||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance as of July 1, 2019
|
|
57,940
|
|
|
$
|
6
|
|
|
$
|
440,795
|
|
|
$
|
—
|
|
|
$
|
(342,117
|
)
|
|
$
|
98,684
|
|
Exercise of stock options
|
|
441
|
|
|
—
|
|
|
1,778
|
|
|
—
|
|
|
—
|
|
|
1,778
|
|
|||||
Release of stock awards
|
|
8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Employee stock-based compensation
|
|
—
|
|
|
—
|
|
|
1,732
|
|
|
—
|
|
|
—
|
|
|
1,732
|
|
|||||
Taxes paid related to net share settlement of equity awards
|
|
(3
|
)
|
|
—
|
|
|
(51
|
)
|
|
—
|
|
|
—
|
|
|
(51
|
)
|
|||||
Issuance of common stock, issuance costs
|
|
—
|
|
|
—
|
|
|
(55
|
)
|
|
—
|
|
|
—
|
|
|
(55
|
)
|
|||||
Short swing profit settlement
|
|
—
|
|
|
—
|
|
|
77
|
|
|
—
|
|
|
—
|
|
|
77
|
|
|||||
Net Income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
343
|
|
|
343
|
|
|||||
Balance as of September 30, 2019
|
|
58,386
|
|
|
$
|
6
|
|
|
$
|
444,276
|
|
|
$
|
—
|
|
|
$
|
(341,774
|
)
|
|
$
|
102,508
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
Common Stock
|
|
Additional
paid-in Capital |
|
Accumulated Other
Comprehensive Income (Loss) |
|
Accumulated Deficit
|
|
Total Stockholders' Equity
|
|||||||||||||
Three months ended September 30, 2018
|
|
Shares
|
|
Amount
|
|
|
|
|
|||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance as of July 1, 2018
|
|
53,508
|
|
|
$
|
5
|
|
|
$
|
380,551
|
|
|
$
|
—
|
|
|
$
|
(328,026
|
)
|
|
$
|
52,530
|
|
Exercise of stock options
|
|
427
|
|
|
—
|
|
|
2,461
|
|
|
—
|
|
|
—
|
|
|
2,461
|
|
|||||
Employee stock-based compensation
|
|
—
|
|
|
—
|
|
|
1,770
|
|
|
—
|
|
|
—
|
|
|
1,770
|
|
|||||
Net loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,988
|
)
|
|
(1,988
|
)
|
|||||
Balance as of September 30, 2018
|
|
53,935
|
|
|
$
|
5
|
|
|
$
|
384,782
|
|
|
$
|
—
|
|
|
$
|
(330,014
|
)
|
|
$
|
54,773
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
|
|
Nine Months Ended September 30,
|
||||||
|
2019
|
|
2018
|
||||
Operating activities:
|
|
|
|
||||
Net loss
|
$
|
(11,300
|
)
|
|
$
|
(10,417
|
)
|
Adjustments to reconcile net loss to net cash used in operating activities:
|
|
|
|
||||
Depreciation
|
1,118
|
|
|
812
|
|
||
Amortization expense - right-of-use assets - operating and finance leases
|
2,231
|
|
|
—
|
|
||
Gain on disposal of property and equipment
|
(2
|
)
|
|
—
|
|
||
Stock-based compensation
|
5,783
|
|
|
6,207
|
|
||
Loss on investment in equity securities
|
526
|
|
|
20
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable, net
|
(776
|
)
|
|
3,556
|
|
||
Unbilled receivables
|
385
|
|
|
—
|
|
||
Inventories
|
192
|
|
|
206
|
|
||
Prepaid expenses and other current assets
|
(485
|
)
|
|
(1,188
|
)
|
||
Contract assets
|
(1,158
|
)
|
|
(1,868
|
)
|
||
Other non-current assets
|
74
|
|
|
188
|
|
||
Accounts payable
|
(1,294
|
)
|
|
(1,686
|
)
|
||
Accrued compensation
|
(577
|
)
|
|
409
|
|
||
Other accrued liabilities
|
2,687
|
|
|
1,332
|
|
||
Other long-term liabilities
|
(1,291
|
)
|
|
(710
|
)
|
||
Deferred revenue
|
(5,012
|
)
|
|
(10,235
|
)
|
||
Net cash used in operating activities
|
(8,899
|
)
|
|
(13,374
|
)
|
||
Investing activities:
|
|
|
|
||||
Purchase of property and equipment
|
(3,315
|
)
|
|
(2,074
|
)
|
||
Proceeds from disposal of property and equipment
|
2
|
|
|
1
|
|
||
Proceeds from the sale of investment securities
|
62
|
|
|
—
|
|
||
Net cash used in investing activities
|
(3,251
|
)
|
|
(2,073
|
)
|
||
Financing activities:
|
|
|
|
||||
Proceeds from exercises of stock options
|
4,621
|
|
|
4,319
|
|
||
Proceeds from issuance of common stock in connection with public offering, net of underwriting discounts and commission
|
—
|
|
|
37,497
|
|
||
Costs incurred in connection with public offering
|
—
|
|
|
(180
|
)
|
||
Proceeds from issuance of common stock in connection with private placement
|
50,000
|
|
|
—
|
|
||
Costs incurred in connection with private placement
|
(129
|
)
|
|
—
|
|
||
Payments of lease obligations - Finance leases
|
(180
|
)
|
|
(178
|
)
|
||
Recovery of short swing profit
|
77
|
|
|
—
|
|
||
Taxes paid related to net share settlement of equity awards
|
(2,850
|
)
|
|
(3,140
|
)
|
||
Net cash provided by financing activities
|
51,539
|
|
|
38,318
|
|
||
Net increase in cash, cash equivalents and restricted cash
|
39,389
|
|
|
22,871
|
|
||
Cash, cash equivalents and restricted cash at the beginning of the period
|
54,485
|
|
|
32,776
|
|
||
Cash, cash equivalents and restricted cash at the end of the period
|
$
|
93,874
|
|
|
$
|
55,647
|
|
|
|
|
|
||||
Supplemental disclosure of cash flow information
|
|
|
|
||||
Interest paid
|
$
|
16
|
|
|
$
|
61
|
|
Income taxes paid
|
$
|
5
|
|
|
$
|
5
|
|
Purchase of property and equipment recorded in accounts payable and accrued expenses
|
$
|
536
|
|
|
$
|
420
|
|
|
Nine Months Ended September 30,
|
||||||
|
2019
|
|
2018
|
||||
Cash and cash equivalents
|
$
|
92,143
|
|
|
$
|
54,225
|
|
Restricted cash included in non-current assets
|
1,731
|
|
|
1,422
|
|
||
Total cash, cash equivalents and restricted cash at the end of the period
|
$
|
93,874
|
|
|
$
|
55,647
|
|
|
Three months ended September 30, 2019
|
|
Three months ended September 30, 2018
|
||||||||||||||||||||
(in thousands)
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
||||||||||||
Major products and service:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Product Revenue
|
$
|
10,351
|
|
|
$
|
—
|
|
|
$
|
10,351
|
|
|
$
|
8,405
|
|
|
$
|
—
|
|
|
$
|
8,405
|
|
Research and development revenue
|
10,073
|
|
|
1,482
|
|
|
11,555
|
|
|
3,720
|
|
|
4,821
|
|
|
8,541
|
|
||||||
Total revenues
|
$
|
20,424
|
|
|
$
|
1,482
|
|
|
$
|
21,906
|
|
|
$
|
12,125
|
|
|
$
|
4,821
|
|
|
$
|
16,946
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Primary geographical markets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Americas
|
$
|
2,706
|
|
|
$
|
—
|
|
|
$
|
2,706
|
|
|
$
|
4,315
|
|
|
$
|
—
|
|
|
$
|
4,315
|
|
EMEA
|
10,723
|
|
|
1,482
|
|
|
12,205
|
|
|
1,453
|
|
|
4,821
|
|
|
6,274
|
|
||||||
APAC
|
6,995
|
|
|
—
|
|
|
6,995
|
|
|
6,357
|
|
|
—
|
|
|
6,357
|
|
||||||
Total revenues
|
$
|
20,424
|
|
|
$
|
1,482
|
|
|
$
|
21,906
|
|
|
$
|
12,125
|
|
|
$
|
4,821
|
|
|
$
|
16,946
|
|
|
Nine months ended September 30, 2019
|
|
Nine months ended September 30, 2018
|
||||||||||||||||||||
(in thousands)
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
||||||||||||
Major products and service:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Product Revenue
|
$
|
24,588
|
|
|
$
|
—
|
|
|
$
|
24,588
|
|
|
$
|
18,291
|
|
|
$
|
—
|
|
|
$
|
18,291
|
|
Research and development revenue
|
16,512
|
|
|
8,708
|
|
|
25,220
|
|
|
15,728
|
|
|
10,507
|
|
|
26,235
|
|
||||||
Total revenues
|
$
|
41,100
|
|
|
$
|
8,708
|
|
|
$
|
49,808
|
|
|
$
|
34,019
|
|
|
$
|
10,507
|
|
|
$
|
44,526
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Primary geographical markets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Americas
|
$
|
9,620
|
|
|
$
|
—
|
|
|
$
|
9,620
|
|
|
$
|
13,968
|
|
|
$
|
—
|
|
|
$
|
13,968
|
|
EMEA
|
15,964
|
|
|
8,708
|
|
|
24,672
|
|
|
4,568
|
|
|
10,507
|
|
|
15,075
|
|
||||||
APAC
|
15,516
|
|
|
—
|
|
|
15,516
|
|
|
15,483
|
|
|
—
|
|
|
15,483
|
|
||||||
Total revenues
|
$
|
41,100
|
|
|
$
|
8,708
|
|
|
$
|
49,808
|
|
|
$
|
34,019
|
|
|
$
|
10,507
|
|
|
$
|
44,526
|
|
|
January 1, 2019 balance
|
|
Additions
|
|
Deductions (1)
|
|
September 30, 2019 balance
|
||||||
Contract Assets
|
$
|
35
|
|
|
7,142
|
|
|
(5,984
|
)
|
|
$
|
1,193
|
|
Unbilled receivables, current
|
$
|
1,916
|
|
|
4,189
|
|
|
(3,788
|
)
|
|
$
|
2,317
|
|
Unbilled receivables, non-current (2)
|
$
|
786
|
|
|
—
|
|
|
(786
|
)
|
|
$
|
—
|
|
Contract Costs (2)
|
$
|
42
|
|
|
—
|
|
|
(41
|
)
|
|
$
|
1
|
|
Contract Liabilities: Deferred Revenue
|
$
|
8,288
|
|
|
6,486
|
|
|
(11,498
|
)
|
|
$
|
3,276
|
|
Revenue recognized in the period from:
|
Three months ended September 30, 2019
|
|
Nine months ended September 30, 2019
|
||||
Amounts included in contract liabilities at the beginning of the period:
|
|
|
|
||||
Performance obligations satisfied
|
$
|
5,092
|
|
|
$
|
4,948
|
|
Changes in the period:
|
|
|
|
||||
Changes in the estimated transaction price allocated to performance obligations satisfied in prior periods
|
2,641
|
|
|
2,460
|
|
||
Performance obligations satisfied from new activities in the period - contract revenue
|
14,173
|
|
|
42,400
|
|
||
Total revenue
|
$
|
21,906
|
|
|
$
|
49,808
|
|
(in thousands)
|
Remainder of 2019
|
|
2020
|
|
2021 and Thereafter
|
|
Total
|
||||||||
Product Revenue
|
$
|
—
|
|
|
$
|
365
|
|
|
$
|
1,623
|
|
|
$
|
1,988
|
|
Research and development revenue
|
1,288
|
|
|
—
|
|
|
—
|
|
|
1,288
|
|
||||
Total
|
$
|
1,288
|
|
|
$
|
365
|
|
|
$
|
1,623
|
|
|
$
|
3,276
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Numerator:
|
|
|
|
|
|
|
|
||||||||
Net income (loss)
|
$
|
343
|
|
|
$
|
(1,988
|
)
|
|
$
|
(11,300
|
)
|
|
$
|
(10,417
|
)
|
Denominator:
|
|
|
|
|
|
|
|
||||||||
Weighted average common stock shares used in computing net income (loss) per share, basic
|
58,287
|
|
|
53,597
|
|
|
55,818
|
|
|
51,609
|
|
||||
Effect of dilutive shares
|
3,125
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Weighted average common stock shares used in computing net income (loss) per share, diluted
|
61,412
|
|
|
53,597
|
|
|
55,818
|
|
|
51,609
|
|
||||
Net income (loss) per share, basic
|
$
|
0.01
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.20
|
)
|
|
$
|
(0.20
|
)
|
Net income (loss) per share, diluted
|
$
|
0.01
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.20
|
)
|
|
$
|
(0.20
|
)
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||
Shares of common stock issuable pursuant to equity awards outstanding under the Equity Incentive Plan
|
1,019
|
|
|
7,607
|
|
|
5,623
|
|
7,607
|
|
September 30, 2019
|
||||||||||||||
|
Adjusted Cost
|
|
Gross Unrealized
Gains (3) |
|
Gross Unrealized
Losses(3) |
|
Estimated
Fair Value |
||||||||
Money market funds (1)
|
$
|
73,450
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
73,450
|
|
|
December 31, 2018
|
||||||||||||||
|
Adjusted Cost
|
|
Gross Unrealized
Gains(3) |
|
Gross Unrealized
Losses(3) |
|
Estimated
Fair Value |
||||||||
Money market funds (1)
|
$
|
31,225
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
31,225
|
|
Common shares of CO2 Solutions (2)
|
563
|
|
|
25
|
|
|
—
|
|
|
588
|
|
||||
Total
|
$
|
31,788
|
|
|
$
|
25
|
|
|
$
|
—
|
|
|
$
|
31,813
|
|
|
September 30, 2019
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Money market funds
|
$
|
73,450
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
73,450
|
|
|
December 31, 2018
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Money market funds
|
$
|
31,225
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
31,225
|
|
Common shares of CO2 Solutions
|
588
|
|
|
—
|
|
|
—
|
|
|
588
|
|
||||
Total
|
$
|
31,856
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
31,813
|
|
|
September 30, 2019
|
|
December 31, 2018
|
||||
Raw materials
|
$
|
7
|
|
|
$
|
165
|
|
Work-in-process
|
52
|
|
|
47
|
|
||
Finished goods
|
338
|
|
|
377
|
|
||
Inventories
|
$
|
397
|
|
|
$
|
589
|
|
|
September 30, 2019
|
|
December 31, 2018
|
||||
Laboratory equipment
|
$
|
23,266
|
|
|
$
|
21,328
|
|
Leasehold improvements
|
10,899
|
|
|
10,359
|
|
||
Computer equipment and software
|
3,806
|
|
|
3,954
|
|
||
Office equipment and furniture
|
1,461
|
|
|
1,272
|
|
||
Construction in progress
|
488
|
|
|
939
|
|
||
Property and equipment
|
39,920
|
|
|
37,852
|
|
||
Less: accumulated depreciation and amortization
|
(33,679
|
)
|
|
(33,093
|
)
|
||
Property and equipment, net
|
$
|
6,241
|
|
|
$
|
4,759
|
|
|
September 30, 2019
|
|
December 31, 2018
|
||||
Accrued purchases
|
$
|
3,894
|
|
|
$
|
1,492
|
|
Accrued professional and outside service fees
|
1,833
|
|
|
2,020
|
|
||
Deferred rent
|
—
|
|
|
343
|
|
||
Lease incentive obligation
|
—
|
|
|
425
|
|
||
Other
|
455
|
|
|
575
|
|
||
Total
|
$
|
6,182
|
|
|
$
|
4,855
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Research and development
|
$
|
458
|
|
|
$
|
552
|
|
|
$
|
1,249
|
|
|
$
|
1,555
|
|
Selling, general and administrative
|
1,274
|
|
|
1,218
|
|
|
4,534
|
|
|
4,652
|
|
||||
Total
|
$
|
1,732
|
|
|
$
|
1,770
|
|
|
$
|
5,783
|
|
|
$
|
6,207
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Stock options
|
$
|
545
|
|
|
$
|
472
|
|
|
$
|
1,680
|
|
|
$
|
1,482
|
|
RSUs and RSAs
|
461
|
|
|
416
|
|
|
1,308
|
|
|
1,293
|
|
||||
PSUs
|
368
|
|
|
407
|
|
|
1,075
|
|
|
1,251
|
|
||||
PBOs
|
358
|
|
|
475
|
|
|
1,720
|
|
|
2,181
|
|
||||
Total
|
$
|
1,732
|
|
|
$
|
1,770
|
|
|
$
|
5,783
|
|
|
$
|
6,207
|
|
|
Operating leases
|
|
Finance Leases
|
||||
Right-of-use assets, balance at December 31, 2018
|
$
|
—
|
|
|
$
|
—
|
|
Changes in the period:
|
|
|
|
||||
Right-of-use assets created upon adoption of ASC 842
|
26,617
|
|
|
493
|
|
||
Right-of-use assets, balance at January 1, 2019
|
$
|
26,617
|
|
|
$
|
493
|
|
|
|
|
|
||||
Lease obligations, balance at December 31, 2018
|
$
|
—
|
|
|
$
|
—
|
|
Changes in the period:
|
|
|
|
||||
Lease obligations created upon adoption of ASC 842
|
27,562
|
|
|
302
|
|
||
Lease obligations, balance at January 1, 2019
|
$
|
27,562
|
|
|
$
|
302
|
|
|
Three months ended September 30, 2019
|
|
Nine months ended September 30, 2019
|
||||
Lease costs
|
|
|
|
||||
Finance lease cost:
|
|
|
|
|
|||
Amortization of right-of-use assets
|
$
|
54
|
|
|
$
|
163
|
|
Interest on lease obligations
|
2
|
|
|
8
|
|
||
Operating lease cost
|
1,139
|
|
|
3,417
|
|
||
Sublease income
|
(262
|
)
|
|
(727
|
)
|
||
Total lease cost
|
$
|
933
|
|
|
$
|
2,861
|
|
|
|
|
|
||||
Other information
|
|
|
|
||||
Weighted-average remaining lease term (in years):
|
|
|
|
||||
Finance leases
|
|
|
0.5
|
|
|||
Operating leases
|
|
|
7.9
|
|
|||
|
|
|
|
||||
Weighted-average discount rate:
|
|
|
|
||||
Finance leases
|
|
|
|
5.0
|
%
|
||
Operating leases
|
|
|
|
6.6
|
%
|
||
|
|
|
|
||||
Cash paid for amounts included in the measurement of lease obligations
|
|
|
|
|
|||
Operating cash flows from operating leases
|
|
|
|
$
|
(2,456
|
)
|
|
Operating cash flows from finance leases
|
|
|
|
$
|
(9
|
)
|
|
Financing cash flows from finance leases
|
|
|
|
$
|
(180
|
)
|
Years ending December 31,
|
Finance Leases
|
|
Operating Leases
|
||||
2019 (remaining 3 months)
|
$
|
63
|
|
|
$
|
824
|
|
2020
|
61
|
|
|
2,816
|
|
||
2021
|
—
|
|
|
4,197
|
|
||
2022
|
—
|
|
|
4,285
|
|
||
2023
|
—
|
|
|
4,589
|
|
||
2024 and thereafter
|
—
|
|
|
18,220
|
|
||
Total minimum lease payments (1)
|
$
|
124
|
|
|
$
|
34,931
|
|
Less: imputed interest
|
(2
|
)
|
|
(8,484
|
)
|
||
Lease Obligations
|
$
|
122
|
|
|
$
|
26,447
|
|
Years ending December 31,
|
|
Capital Leases
|
|
Operating Leases
|
||||
2019
|
|
$
|
252
|
|
|
$
|
3,280
|
|
2020
|
|
61
|
|
|
712
|
|
||
2021
|
|
—
|
|
|
490
|
|
||
2022
|
|
—
|
|
|
41
|
|
||
2023
|
|
—
|
|
|
—
|
|
||
Total minimum lease payments (1)
|
|
313
|
|
|
$
|
4,523
|
|
|
Less: amount representing interest
|
|
(10
|
)
|
|
|
|||
Present value of capital lease obligations
|
|
303
|
|
|
|
|||
Less: current portion
|
|
(242
|
)
|
|
|
|||
Long-term portion of capital leases
|
|
$
|
61
|
|
|
|
|
Other Commitment Agreement Type
|
Agreement Date
|
|
Future Minimum Payment
|
||
Development and manufacturing services agreements
|
September 2019
|
|
$
|
1,645
|
|
Manufacture and supply agreement with expected future payment date of December 2022
|
April 2016
|
|
1,242
|
|
|
Service agreement for clinical trial
|
December 2017
|
|
80
|
|
|
Total other commitments
|
|
|
$
|
2,967
|
|
|
|
Three months ended September 30, 2019
|
|
Three months ended September 30, 2018
|
||||||||||||||||||||
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
||||||||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Product revenue
|
|
$
|
10,351
|
|
|
$
|
—
|
|
|
$
|
10,351
|
|
|
$
|
8,405
|
|
|
$
|
—
|
|
|
$
|
8,405
|
|
Research and development revenue
|
|
10,073
|
|
|
1,482
|
|
|
11,555
|
|
|
3,720
|
|
|
4,821
|
|
|
8,541
|
|
||||||
Total revenues
|
|
20,424
|
|
|
1,482
|
|
|
21,906
|
|
|
12,125
|
|
|
4,821
|
|
|
16,946
|
|
||||||
Costs and operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cost of product revenue
|
|
5,067
|
|
|
—
|
|
|
5,067
|
|
|
3,791
|
|
|
—
|
|
|
3,791
|
|
||||||
Research and development(1)
|
|
5,313
|
|
|
3,080
|
|
|
8,393
|
|
|
4,758
|
|
|
2,920
|
|
|
7,678
|
|
||||||
Selling, general and administrative(1)
|
|
2,037
|
|
|
690
|
|
|
2,727
|
|
|
1,870
|
|
|
165
|
|
|
2,035
|
|
||||||
Total segment costs and operating expenses
|
|
12,417
|
|
|
3,770
|
|
|
16,187
|
|
|
10,419
|
|
|
3,085
|
|
|
13,504
|
|
||||||
Income (loss) from operations
|
|
$
|
8,007
|
|
|
$
|
(2,288
|
)
|
|
$
|
5,719
|
|
|
$
|
1,706
|
|
|
$
|
1,736
|
|
|
$
|
3,442
|
|
Corporate costs (2)
|
|
|
|
|
|
(4,912
|
)
|
|
|
|
|
|
(5,120
|
)
|
||||||||||
Depreciation and amortization
|
|
|
|
|
|
(471
|
)
|
|
|
|
|
|
(309
|
)
|
||||||||||
Income (loss) before income taxes
|
|
|
|
|
|
$
|
336
|
|
|
|
|
|
|
$
|
(1,987
|
)
|
|
|
Nine months ended September 30, 2019
|
|
Nine months ended September 30, 2018
|
||||||||||||||||||||
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
||||||||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Product revenue
|
|
$
|
24,588
|
|
|
$
|
—
|
|
|
$
|
24,588
|
|
|
$
|
18,291
|
|
|
$
|
—
|
|
|
$
|
18,291
|
|
Research and development revenue
|
|
16,512
|
|
|
8,708
|
|
|
25,220
|
|
|
15,728
|
|
|
10,507
|
|
|
26,235
|
|
||||||
Total revenues
|
|
41,100
|
|
|
8,708
|
|
|
49,808
|
|
|
34,019
|
|
|
10,507
|
|
|
44,526
|
|
||||||
Costs and operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cost of product revenue
|
|
12,230
|
|
|
—
|
|
|
12,230
|
|
|
10,228
|
|
|
—
|
|
|
10,228
|
|
||||||
Research and development(1)
|
|
14,889
|
|
|
9,252
|
|
|
24,141
|
|
|
14,548
|
|
|
7,294
|
|
|
21,842
|
|
||||||
Selling, general and administrative(1)
|
|
6,499
|
|
|
1,768
|
|
|
8,267
|
|
|
5,695
|
|
|
615
|
|
|
6,310
|
|
||||||
Total segment costs and operating expenses
|
|
33,618
|
|
|
11,020
|
|
|
44,638
|
|
|
30,471
|
|
|
7,909
|
|
|
38,380
|
|
||||||
Income (loss) from operations
|
|
$
|
7,482
|
|
|
$
|
(2,312
|
)
|
|
$
|
5,170
|
|
|
$
|
3,548
|
|
|
$
|
2,598
|
|
|
$
|
6,146
|
|
Corporate costs (2)
|
|
|
|
|
|
(15,185
|
)
|
|
|
|
|
|
(15,762
|
)
|
||||||||||
Depreciation and amortization
|
|
|
|
|
|
(1,273
|
)
|
|
|
|
|
|
(812
|
)
|
||||||||||
Loss before income taxes
|
|
|
|
|
|
$
|
(11,288
|
)
|
|
|
|
|
|
$
|
(10,428
|
)
|
|
|
Three months ended September 30, 2019
|
|
Three months ended September 30, 2018
|
||||||||||||||||||||
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
||||||||||||
Stock-based compensation
|
|
$
|
736
|
|
|
$
|
225
|
|
|
$
|
961
|
|
|
$
|
354
|
|
|
$
|
97
|
|
|
$
|
451
|
|
|
|
Nine months ended September 30, 2019
|
|
Nine months ended September 30, 2018
|
||||||||||||||||||||
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
||||||||||||
Stock-based compensation
|
|
$
|
1,973
|
|
|
$
|
563
|
|
|
$
|
2,536
|
|
|
$
|
2,005
|
|
|
$
|
243
|
|
|
$
|
2,248
|
|
|
Percentage of Total Revenues for the
|
||||||
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
Customer A
|
21%
|
|
27%
|
|
31%
|
|
33%
|
Customer B
|
*
|
|
28%
|
|
17%
|
|
24%
|
Customer C
|
*
|
|
10%
|
|
*
|
|
17%
|
Customer D
|
29%
|
|
15%
|
|
15%
|
|
11%
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Revenues
|
|
|
|
|
|
|
|
||||||||
Americas
|
$
|
2,706
|
|
|
$
|
4,315
|
|
|
$
|
9,620
|
|
|
$
|
13,968
|
|
EMEA
|
12,205
|
|
|
6,274
|
|
|
24,672
|
|
|
15,075
|
|
||||
APAC
|
6,995
|
|
|
6,357
|
|
|
15,516
|
|
|
15,483
|
|
||||
Total revenues
|
$
|
21,906
|
|
|
$
|
16,946
|
|
|
$
|
49,808
|
|
|
$
|
44,526
|
|
Long-lived assets:
|
September 30, 2019
|
|
December 31, 2018
|
||||
United States
|
$
|
31,104
|
|
|
$
|
4,759
|
|
|
|
As of September 30, 2019 and December 31, 2018
|
||||||||||
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
||||||
Goodwill
|
|
$
|
2,463
|
|
|
$
|
778
|
|
|
$
|
3,241
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
|
Three months ended September 30,
|
|
Change
|
|
Nine months ended September 30,
|
|
Change
|
|||||||||||||||||||||
|
2019
|
|
2018
|
|
$
|
|
%
|
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Product revenue
|
$
|
10,351
|
|
|
$
|
8,405
|
|
|
$
|
1,946
|
|
|
23%
|
|
$
|
24,588
|
|
|
$
|
18,291
|
|
|
$
|
6,297
|
|
|
34
|
%
|
Research and development revenue
|
11,555
|
|
|
8,541
|
|
|
3,014
|
|
|
35%
|
|
25,220
|
|
|
26,235
|
|
|
(1,015
|
)
|
|
(4
|
)%
|
||||||
Total revenues
|
21,906
|
|
|
16,946
|
|
|
4,960
|
|
|
29%
|
|
49,808
|
|
|
44,526
|
|
|
5,282
|
|
|
12
|
%
|
||||||
Costs and operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Cost of product revenue
|
5,067
|
|
|
3,791
|
|
|
1,276
|
|
|
34%
|
|
12,230
|
|
|
10,228
|
|
|
2,002
|
|
|
20
|
%
|
||||||
Research and development
|
8,711
|
|
|
7,917
|
|
|
794
|
|
|
10%
|
|
25,000
|
|
|
22,464
|
|
|
2,536
|
|
|
11
|
%
|
||||||
Selling, general and administrative
|
7,869
|
|
|
7,344
|
|
|
525
|
|
|
7%
|
|
24,180
|
|
|
22,485
|
|
|
1,695
|
|
|
8
|
%
|
||||||
Total costs and operating expenses
|
21,647
|
|
|
19,052
|
|
|
2,595
|
|
|
14%
|
|
61,410
|
|
|
55,177
|
|
|
6,233
|
|
|
11
|
%
|
||||||
Income (loss) from operations
|
259
|
|
|
(2,106
|
)
|
|
2,365
|
|
|
112%
|
|
(11,602
|
)
|
|
(10,651
|
)
|
|
(951
|
)
|
|
(9
|
)%
|
||||||
Interest income
|
480
|
|
|
199
|
|
|
281
|
|
|
141%
|
|
929
|
|
|
444
|
|
|
485
|
|
|
109
|
%
|
||||||
Other expenses, net
|
(403
|
)
|
|
(80
|
)
|
|
323
|
|
|
404%
|
|
(615
|
)
|
|
(221
|
)
|
|
394
|
|
|
178
|
%
|
||||||
Income (loss) before income taxes
|
336
|
|
|
(1,987
|
)
|
|
2,323
|
|
|
117%
|
|
(11,288
|
)
|
|
(10,428
|
)
|
|
(860
|
)
|
|
(8
|
)%
|
||||||
Provision for (benefit from) income taxes
|
(7
|
)
|
|
1
|
|
|
(8
|
)
|
|
(800)%
|
|
12
|
|
|
(11
|
)
|
|
23
|
|
|
209
|
%
|
||||||
Net Income (loss)
|
$
|
343
|
|
|
$
|
(1,988
|
)
|
|
$
|
2,331
|
|
|
117%
|
|
$
|
(11,300
|
)
|
|
$
|
(10,417
|
)
|
|
$
|
(883
|
)
|
|
(8
|
)%
|
•
|
Product revenue consists of sales of protein catalysts, pharmaceutical intermediates, and Codex® Biocatalyst Panels and Kits.
|
•
|
Research and development revenue includes license, technology access and exclusivity fees, research services fees, milestone payments, royalties, optimization and screening fees.
|
|
Three months ended September 30,
|
|
Change
|
|
Nine months ended September 30,
|
|
Change
|
|||||||||||||||||||||
(In Thousands)
|
2019
|
|
2018
|
|
$
|
|
%
|
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||||||||
Product revenue
|
$
|
10,351
|
|
|
$
|
8,405
|
|
|
$
|
1,946
|
|
|
23%
|
|
$
|
24,588
|
|
|
$
|
18,291
|
|
|
$
|
6,297
|
|
|
34
|
%
|
Research and development revenue
|
11,555
|
|
|
8,541
|
|
|
3,014
|
|
|
35%
|
|
25,220
|
|
|
26,235
|
|
|
(1,015
|
)
|
|
(4
|
)%
|
||||||
Total revenues
|
$
|
21,906
|
|
|
$
|
16,946
|
|
|
$
|
4,960
|
|
|
29%
|
|
$
|
49,808
|
|
|
$
|
44,526
|
|
|
$
|
5,282
|
|
|
12%
|
|
Three months ended September 30,
|
|
Change
|
|
Nine months ended September 30,
|
|
Change
|
|||||||||||||||||||||
(In Thousands)
|
2019
|
|
2018
|
|
$
|
|
%
|
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||||||||
Cost of product revenue
|
$
|
5,067
|
|
|
$
|
3,791
|
|
|
$
|
1,276
|
|
|
34%
|
|
$
|
12,230
|
|
|
$
|
10,228
|
|
|
$
|
2,002
|
|
|
20
|
%
|
Research and development
|
8,711
|
|
|
7,917
|
|
|
794
|
|
|
10%
|
|
25,000
|
|
|
22,464
|
|
|
2,536
|
|
|
11
|
%
|
||||||
Selling, general and administrative
|
7,869
|
|
|
7,344
|
|
|
525
|
|
|
7%
|
|
24,180
|
|
|
22,485
|
|
|
1,695
|
|
|
8
|
%
|
||||||
Total costs and operating expenses
|
$
|
21,647
|
|
|
$
|
19,052
|
|
|
$
|
2,595
|
|
|
14%
|
|
$
|
61,410
|
|
|
$
|
55,177
|
|
|
$
|
6,233
|
|
|
11
|
%
|
|
Three months ended September 30,
|
|
Change
|
|
Nine months ended September 30,
|
|
Change
|
|||||||||||||||||||||
(In Thousands)
|
2019
|
|
2018
|
|
$
|
|
%
|
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||||||||
Product revenue
|
$
|
10,351
|
|
|
$
|
8,405
|
|
|
$
|
1,946
|
|
|
23%
|
|
$
|
24,588
|
|
|
$
|
18,291
|
|
|
$
|
6,297
|
|
|
34
|
%
|
Cost of product revenue
|
5,067
|
|
|
3,791
|
|
|
1,276
|
|
|
34%
|
|
12,230
|
|
|
10,228
|
|
|
2,002
|
|
|
20
|
%
|
||||||
Product gross profit
|
$
|
5,284
|
|
|
$
|
4,614
|
|
|
$
|
670
|
|
|
15%
|
|
$
|
12,358
|
|
|
$
|
8,063
|
|
|
$
|
4,295
|
|
|
53
|
%
|
Product gross margin (%)
|
51%
|
|
55%
|
|
|
|
|
|
50%
|
|
44%
|
|
|
|
|
|
|
|
Three months ended September 30,
|
|
Change
|
|
Nine months ended September 30,
|
|
Change
|
|||||||||||||||||||||
(In Thousands)
|
2019
|
|
2018
|
|
$
|
|
%
|
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||||||||
Interest income
|
$
|
480
|
|
|
$
|
199
|
|
|
$
|
281
|
|
|
141%
|
|
$
|
929
|
|
|
$
|
444
|
|
|
$
|
485
|
|
|
109
|
%
|
Other expense, net
|
(403
|
)
|
|
(80
|
)
|
|
323
|
|
|
404%
|
|
(615
|
)
|
|
(221
|
)
|
|
394
|
|
|
178
|
%
|
||||||
Total other income
|
$
|
77
|
|
|
$
|
119
|
|
|
$
|
(42
|
)
|
|
(35)%
|
|
$
|
314
|
|
|
$
|
223
|
|
|
$
|
91
|
|
|
41
|
%
|
|
Three months ended September 30,
|
|
Change
|
||||||||||||||||||||||||||||||||||
|
2019
|
|
2018
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
||||||||||||||||||||||||||||||
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||||||||||
Cost of product revenue
|
$
|
5,067
|
|
|
$
|
—
|
|
|
$
|
5,067
|
|
|
$
|
3,791
|
|
|
$
|
—
|
|
|
$
|
3,791
|
|
|
$
|
1,276
|
|
|
34
|
%
|
|
$
|
—
|
|
|
—
|
%
|
Research and development(1)
|
5,313
|
|
|
3,080
|
|
|
8,393
|
|
|
4,758
|
|
|
2,920
|
|
|
7,678
|
|
|
555
|
|
|
12
|
%
|
|
160
|
|
|
5
|
%
|
||||||||
Selling, general and administrative(1)
|
2,037
|
|
|
690
|
|
|
2,727
|
|
|
1,870
|
|
|
165
|
|
|
2,035
|
|
|
167
|
|
|
9
|
%
|
|
525
|
|
|
318
|
%
|
||||||||
Total segment costs and operating expenses
|
$
|
12,417
|
|
|
$
|
3,770
|
|
|
16,187
|
|
|
$
|
10,419
|
|
|
$
|
3,085
|
|
|
13,504
|
|
|
$
|
1,998
|
|
|
19
|
%
|
|
$
|
685
|
|
|
22
|
%
|
||
Corporate costs
|
|
|
|
|
4,989
|
|
|
|
|
|
|
5,239
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Depreciation and amortization
|
|
|
|
|
471
|
|
|
|
|
|
|
309
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Total costs and operating expenses
|
|
|
|
|
$
|
21,647
|
|
|
|
|
|
|
$
|
19,052
|
|
|
|
|
|
|
|
|
|
|
Nine months ended September 30,
|
|
Change
|
||||||||||||||||||||||||||||||||||
|
2019
|
|
2018
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
||||||||||||||||||||||||||||||
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
|
Performance Enzymes
|
|
Novel Biotherapeutics
|
|
Total
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||||||||||
Cost of product revenue
|
$
|
12,230
|
|
|
$
|
—
|
|
|
$
|
12,230
|
|
|
$
|
10,228
|
|
|
$
|
—
|
|
|
$
|
10,228
|
|
|
$
|
2,002
|
|
|
20
|
%
|
|
$
|
—
|
|
|
—
|
%
|
Research and development(1)
|
14,889
|
|
|
9,252
|
|
|
24,141
|
|
|
14,548
|
|
|
7,294
|
|
|
21,842
|
|
|
341
|
|
|
2
|
%
|
|
1,958
|
|
|
27
|
%
|
||||||||
Selling, general and administrative(1)
|
6,499
|
|
|
1,768
|
|
|
8,267
|
|
|
5,695
|
|
|
615
|
|
|
6,310
|
|
|
804
|
|
|
14
|
%
|
|
1,153
|
|
|
187
|
%
|
||||||||
Total segment costs and operating expenses
|
$
|
33,618
|
|
|
$
|
11,020
|
|
|
44,638
|
|
|
$
|
30,471
|
|
|
$
|
7,909
|
|
|
38,380
|
|
|
$
|
3,147
|
|
|
10
|
%
|
|
$
|
3,111
|
|
|
39
|
%
|
||
Corporate costs
|
|
|
|
|
15,499
|
|
|
|
|
|
|
15,985
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Depreciation and amortization
|
|
|
|
|
1,273
|
|
|
|
|
|
|
812
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Total costs and operating expenses
|
|
|
|
|
$
|
61,410
|
|
|
|
|
|
|
$
|
55,177
|
|
|
|
|
|
|
|
|
|
(In Thousands)
|
|
September 30, 2019
|
|
December 31, 2018
|
||||
Cash and cash equivalents
|
|
$
|
92,143
|
|
|
$
|
53,039
|
|
Working capital
|
|
$
|
95,007
|
|
|
$
|
50,085
|
|
|
|
Nine months ended September 30,
|
||||||
(In Thousands)
|
|
2019
|
|
2018
|
||||
Net cash used in operating activities
|
|
$
|
(8,899
|
)
|
|
$
|
(13,374
|
)
|
Net cash used in investing activities
|
|
(3,251
|
)
|
|
(2,073
|
)
|
||
Net cash provided by financing activities
|
|
51,539
|
|
|
38,318
|
|
||
Net increase in cash, cash equivalents and restricted cash
|
|
$
|
39,389
|
|
|
$
|
22,871
|
|
|
|
|
Payments due by period
|
||||||||||||||
(In Thousands)
|
|
Total
|
|
Less than 1 year
|
|
1-3 years
|
|
>4 years
|
|||||||||
Finance lease obligations
|
|
$
|
124
|
|
|
$
|
124
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Operating leases obligations (1)
|
|
34,931
|
|
|
2,618
|
|
|
8,387
|
|
|
23,926
|
|
|||||
|
Total
|
|
$
|
35,055
|
|
|
$
|
2,742
|
|
|
$
|
8,387
|
|
|
$
|
23,926
|
|
Other Commitment Agreement Type
|
|
Agreement Date
|
|
Future Minimum Payment
|
||
Development and manufacturing services agreements
|
|
September 2019
|
|
$
|
1,645
|
|
Manufacture and supply agreement with expected future payment date of December 2022
|
|
April 2016
|
|
1,242
|
|
|
Service agreement for clinical trial
|
|
December 2017
|
|
80
|
|
|
Total other commitments
|
|
|
|
$
|
2,967
|
|
ITEM 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
ITEM 4.
|
CONTROLS AND PROCEDURES
|
ITEM 1.
|
LEGAL PROCEEDINGS
|
ITEM 1A.
|
RISK FACTORS
|
ITEM 2.
|
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
|
ITEM 3.
|
DEFAULTS UPON SENIOR SECURITIES
|
ITEM 4.
|
MINE SAFETY DISCLOSURES
|
ITEM 5.
|
OTHER INFORMATION
|
ITEM 6.
|
EXHIBITS
|
|
|
|
|
|
|
|
|
3.1
|
|
|
|
|
|
|
|
3.2
|
|
|
|
|
|
|
|
3.3
|
|
|
|
|
|
|
|
4.1
|
|
|
Reference is made to Exhibits 3.1 through 3.3.
|
|
|
|
|
10.1A
|
|
|
|
|
|
|
|
10.1B
|
|
|
|
|
|
|
|
10.2
|
|
+
|
|
|
|
|
|
10.3
|
|
+
|
|
|
|
|
|
10.4
|
|
+
|
|
|
|
|
|
23.1
|
|
|
|
|
|
|
|
31.1
|
|
|
|
|
|
|
|
31.2
|
|
|
|
|
|
|
|
32.1
|
|
|
|
|
|
|
|
101
|
|
|
The following materials from the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2019, formatted in Inline Extensible Business Reporting Language (iXBRL) includes: (i) Unaudited Condensed Consolidated Balance Sheets at September 30, 2019 and December 31, 2018, (ii) Unaudited Condensed Consolidated Statements of Operations for the Three Months and Nine Months Ended September 30, 2019 and 2018, (iii) Unaudited Condensed Consolidated Statements of Stockholders' Equity for the Three Months and Nine Months Ended September 30, 2019 and 2018, (iv) Unaudited Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2019 and 2018, and (v) Notes to Unaudited Condensed Consolidated Financial Statements.
|
|
|
|
|
101.SCH
|
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
|
101.CAL
|
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
|
101.DEF
|
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
|
101.LAB
|
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
|
101.PRE
|
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
|
104
|
|
|
The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019, formatted in Inline XBRL and contained in Exhibit 101.
|
|
|
|
|
+
|
|
|
Indicates a management contract or compensatory plan or arrangement.
|
|
|
|
|
|
|
Codexis, Inc.
|
|
|
|
|
|
Date:
|
November 6, 2019
|
By:
|
/s/ John J. Nicols
|
|
|
|
John J. Nicols
President and Chief Executive Officer
(principal executive officer)
|
|
|
|
|
Date:
|
November 6, 2019
|
By:
|
/s/ Ross Taylor
|
|
|
|
Ross Taylor
Senior Vice President and Chief Financial Officer
(principal financial and accounting officer)
|
1.
|
Capitalized terms used herein but not otherwise defined shall have the respective meanings given to them in the Loan Agreement.
|
2.
|
Section 1.1 of the Loan Agreement is hereby amended by amending and restating clause (j) of the definition of “Permitted Indebtedness” therein as follows:
|
3.
|
Limitation of Amendment.
|
a.
|
The amendment set forth above is effective for the purposes set forth herein and shall be limited precisely as written and shall not be deemed to (a) be a consent to any amendment, waiver or modification of any other term or condition of any Loan Document, or (b) otherwise prejudice any right, remedy or obligation which the Bank or Borrower may now have or may have in the future under or in connection with any Loan Document, as amended hereby.
|
b.
|
This Amendment shall be construed in connection with and as part of the Loan Documents and all terms, conditions, representations, warranties, covenants and agreements set forth in the Loan Documents, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.
|
4.
|
To induce the Bank to enter into this Amendment, Borrower hereby represents and warrants to the Bank as follows:
|
a.
|
Immediately after giving effect to this Amendment (a) the representations and warranties contained in Article 5 of the Loan Agreement are true, accurate and complete in all material respects as of the date hereof (except to the extent such representations and warranties relate to an earlier date, in which case they are true and correct in all material respects as of such date), and (b) no Event of Default has occurred and is continuing;
|
b.
|
Borrower has the power and due authority to execute and deliver this Amendment and to perform its obligations under the Loan Agreement, as amended by this Amendment;
|
c.
|
The organizational documents of Borrower delivered to the Bank on the Closing Date, and updated pursuant to subsequent deliveries by the Borrower to the Bank, if any, remain true, accurate and complete and have not been amended, supplemented or restated and are and continue to be in full force and effect;
|
d.
|
The execution and delivery by Borrower of this Amendment and the performance by Borrower of its obligations under the Loan Agreement, as amended by this Amendment, do not and will not contravene (i) any law or regulation binding on or affecting Borrower, (ii) any contractual restriction with a Person binding on Borrower, (iii) any order, judgment or decree of any court or other governmental or public body or authority, or subdivision thereof, binding on Borrower, or (iv) the organizational documents of Borrower;
|
e.
|
The execution and delivery by Borrower of this Amendment and the performance by Borrower of its obligations under the Loan Agreement, as amended by this Amendment, do not require any order, consent, approval, license, authorization or validation of, or filing, recording or registration by Borrower with, or exemption by any governmental or public body or authority, or subdivision thereof, binding on Borrower, except as already has been obtained or made; and
|
f.
|
This Amendment has been duly executed and delivered by Borrower and is the binding obligation of Borrower, enforceable against Borrower in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, liquidation, moratorium or other similar laws of general application and by general equitable principles.
|
5.
|
Except as expressly set forth herein, the Loan Agreement shall continue in full force and effect without alteration or amendment. This Amendment and the Loan Documents represent the entire agreement about this subject matter and supersede prior negotiations or agreements.
|
6.
|
This Amendment shall be deemed effective as of the Amendment Date upon the due execution and delivery to the Bank of this Amendment by each party hereto.
|
7.
|
This Amendment may be executed in any number of counterparts, each of which shall be deemed an original, and all of which, taken together, shall constitute one and the same instrument.
|
8.
|
This Amendment and the rights and obligations of the parties hereto shall be governed by and construed in accordance with the laws of the State of California.
|
BORROWER:
|
|
|
|
|
|
CODEXIS, INC., A DELAWARE CORPORATION
|
|
|
|
|
|
|
|
|
By /s/ Gordon Sangster
|
|
|
Name: Gordon Sangster
|
|
|
Title: CFO
|
|
|
|
|
|
|
|
|
BANK:
|
|
|
|
|
|
WESTERN ALLIANCE BANK, AN ARIZONA CORPORATION
|
|
|
|
|
|
|
|
|
By /s/ Bill Wickline
|
|
|
Name: Bill Wickline
|
|
|
Title: SVP, Director of Portfolio Management
|
|
|
1.
|
Capitalized terms used herein but not otherwise defined shall have the respective meanings given to them in the Loan Agreement.
|
2.
|
Section 1.1 of the Loan Agreement is hereby amended by adding the following definition thereto in alphabetical order:
|
3.
|
Section 1.1 of the Loan Agreement is hereby further amended by amending and restating the following definitions therein as follows:
|
4.
|
Section 2.6 of the Loan Agreement is hereby further amended by replacing “.” at the end of Section 2.6(g) with “; and” and adding the following Section 2.6(h) thereto:
|
5.
|
Section 5.16 of the Loan Agreement is hereby amended and restated in its entirety as follows:
|
6.
|
Limitation of Amendment.
|
a.
|
The amendments set forth above are effective for the purposes set forth herein and shall be limited precisely as written and shall not be deemed to (a) be a consent to any amendment, waiver or modification of any other term or condition of any Loan Document, or (b) otherwise prejudice any right, remedy or obligation which the Bank or Borrower may now have or may have in the future under or in connection with any Loan Document, as amended hereby.
|
b.
|
This Amendment shall be construed in connection with and as part of the Loan Documents and all terms, conditions, representations, warranties, covenants and agreements set forth in the Loan Documents, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.
|
7.
|
To induce the Bank to enter into this Amendment, Borrower hereby represents and warrants to the Bank as follows:
|
a.
|
Immediately after giving effect to this Amendment (a) the representations and warranties contained in Article 5 of the Loan Agreement are true, accurate and complete in all material respects as of the date hereof (except to the extent such representations and warranties relate to an earlier date, in which case they are true and correct in all material respects as of such date), and (b) no Event of Default has occurred and is continuing;
|
b.
|
Borrower has the power and due authority to execute and deliver this Amendment and to perform its obligations under the Loan Agreement, as amended by this Amendment;
|
c.
|
The organizational documents of Borrower delivered to the Bank on the Closing Date, and updated pursuant to subsequent deliveries by the Borrower to the Bank, if any, remain true, accurate and complete and have not been amended, supplemented or restated and are and continue to be in full force and effect;
|
d.
|
The execution and delivery by Borrower of this Amendment and the performance by Borrower of its obligations under the Loan Agreement, as amended by this Amendment, do not and will not contravene (i) any law or regulation binding on or affecting Borrower, (ii) any contractual restriction with a Person binding on Borrower, (iii) any order, judgment or decree of any court or other governmental or public body or authority, or subdivision thereof, binding on Borrower, or (iv) the organizational documents of Borrower;
|
e.
|
The execution and delivery by Borrower of this Amendment and the performance by Borrower of its obligations under the Loan Agreement, as amended by this Amendment, do not require any order, consent, approval, license, authorization or validation of, or filing, recording or registration by Borrower with, or exemption by any governmental or public body or authority, or subdivision thereof, binding on Borrower, except as already has been obtained or made; and
|
f.
|
This Amendment has been duly executed and delivered by Borrower and is the binding obligation of Borrower, enforceable against Borrower in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, liquidation, moratorium or other similar laws of general application and by general equitable principles.
|
8.
|
Except as expressly set forth herein, the Loan Agreement shall continue in full force and effect without alteration or amendment. This Amendment and the Loan Documents represent the entire agreement about this subject matter and supersede prior negotiations or agreements.
|
9.
|
This Amendment shall be deemed effective as of the Amendment Date upon the due execution and delivery to the Bank of this Amendment by each party hereto [and the payment by Borrower to the Bank of fee due under Section 2.6(g) of the Loan Agreement as amended hereby].
|
10.
|
This Amendment may be executed in any number of counterparts, each of which shall be deemed an original, and all of which, taken together, shall constitute one and the same instrument.
|
11.
|
This Amendment and the rights and obligations of the parties hereto shall be governed by and construed in accordance with the laws of the State of California.
|
BORROWER:
|
|
|
|
|
|
CODEXIS, INC., A DELAWARE CORPORATION
|
|
|
|
|
|
|
|
|
By /s/ Ross Taylor
|
|
|
Name: Ross Taylor
|
|
|
Title: Senior Vice President and CEO
|
|
|
|
|
|
|
|
|
BANK:
|
|
|
|
|
|
WESTERN ALLIANCE BANK, AN ARIZONA CORPORATION
|
|
|
|
|
|
|
|
|
By /s/ Lindsay Fouty
|
|
|
Name: Lindsay Fouty
|
|
|
Title: VP, Portfolio Management
|
|
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Codexis, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ John J. Nicols
|
John J. Nicols
|
President and Chief Executive Officer
(principal executive officer)
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Codexis, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ Ross Taylor
|
Ross Taylor
Senior Vice President and Chief Financial Officer
|
(principal financial and accounting officer)
|
•
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
•
|
The information in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/s/ John J. Nicols
|
John J. Nicols
|
President and Chief Executive Officer
(principal executive officer)
|
|
/s/ Ross Taylor
|
Ross Taylor
Senior Vice President and Chief Financial Officer |
(principal financial and accounting officer)
|