Quarterly report pursuant to Section 13 or 15(d)

Restructuring

v3.23.3
Restructuring
9 Months Ended
Sep. 30, 2023
Restructuring  
Restructuring

Note 14 – Restructuring

2022-23 Restructuring programme

On November 8, 2022, the Company announced that in order to extend the Company’s cash runway, it was re-focusing the business on core programs and deprioritizing non-core programs and undertaking a restructuring of the Company including a headcount reduction to be completed in the first quarter of 2023.

The redundancy process was completed in the first quarter of 2023 with a reduction of approximately 25% of global headcount. The redundancy packages to be paid to departing staff comprise a combination of contractual termination benefits, relating to payments that arise from terms of employment contracts and statutory redundancy pay, and one-time employee termination benefits that were provided or enhanced specifically for this redundancy process. Due to the structure of the redundancy scheme and the different employment regulations affecting the Company’s U.K. and U.S. employees, some of the expense associated with the one-time employee termination benefits were recognized over the remaining period of employee service to be rendered. Contractual termination benefits and other one-time employee termination benefits were expensed and recognized in the year ended December 31, 2022. All expenses have been recognized in General and administrative expenses in the Statement of Operations.

The amounts incurred in relation to the redundancy programme are as follows:

One-time

Contractual

employee

Total

termination

termination

restructuring

benefits

benefits

costs

Cumulative amount incurred to December 31, 2022

$

1,171

$

1,114

$

2,285

Amount incurred in the three months ended March 31, 2023 and nine months ended September 30, 2023

778

925

1,703

Total amount and cumulative amount incurred to September 30, 2023

$

1,949

$

2,039

$

3,988

The table below is a summary of the changes in the restructuring provision in the Consolidated Balance Sheet in the nine months ended September 30, 2023:

One-time

Contractual

employee

Total

termination

termination

restructuring

    

benefits

benefits

provision

Provision at January 1, 2023

$

1,171

$

1,114

$

2,285

Costs incurred and charged to General and administrative expenses

670

947

1,617

Costs paid during the period

(1,955)

(1,953)

(3,908)

Adjustments to the liability

108

(22)

86

Effect of foreign exchange rates

6

2

8

Provision at March 31, 2023

$

$

88

$

88

Costs paid during the period

(88)

(88)

Provision at June 30, 2023 and September 30, 2023

$

$

$

The costs incurred during the period includes the element of one-time employee termination benefits that was recognized over the remaining period of employee service. The costs incurred during the nine months to 30 September 2023 also include an addition to the provision for costs incurred relating to termination benefits paid to the former Chief Commercial Officer, who left employment with the Company in the first quarter of 2023.

No impairment losses were recognized as a result of the restructuring.

TCR2 post-acquisition senior leadership severance

Following the acquisition of TCR2 Therapeutics Inc. in June 2023 (see Note 15), the Company made most of the former members of TCR2’s senior leadership team, comprising the executive officers and most vice presidents, redundant and paid severance packages. The redundancy packages are considered contractual termination benefits as they arise from terms of employment contracts including change-in-control ‘dual trigger’ provisions, and were comprised of severance and other payments and accelerated vesting of share option awards.

The amounts incurred in relation to these redundancies in the nine months to September 30, 2023, are as follows:

Three and nine months ending

September 30, 2023

Severance and other cash payments

$

5,655

Accelerated vesting of share-based compensation awards

835

Amount incurred to June 30, 2023

$

6,490

Accelerated vesting of share-based compensation awards

197

Total and cumulative amount incurred to September 30, 2023

$

6,687

The expense associated with the accelerated vesting of share-based compensation awards recognized in Research and development and General and administrative expenses in the Consolidated Statement of Operations was $0.2 million and $0.8 million, respectively. The table below is a summary of the changes in the liability in the Consolidated Balance Sheet in the three and nine months ended September 30, 2023:

Liability

Liability at June 1, 2023

$

805

Costs incurred and charged to Research and development expenses

1,267

Costs incurred and charged to General and administrative expenses

4,388

Costs paid during the period

(4,823)

Liability at June 30, 2023

$

1,637

Costs paid during the period

(752)

Liability at September 30, 2023

$

885

The amounts included in the liabilities at June 1, and September 30, 2023 and the cash paid during the period, include amounts relating to accrued payments to these employees for services provided prior to the acquisition of TCR2 by the Company.