The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our condensed consolidated
financial statements and related notes appearing elsewhere in this Quarterly
Report on Form 10-Q, or this Quarterly Report, and our audited financial
statements and related notes for the year ended December 31, 2021 included in
our Annual Report on Form 10-K, filed with the Securities and Exchange
Commission, or SEC, on March 29, 2022. Some of the information contained in this
discussion and analysis or set forth elsewhere in this Quarterly Report,
including information with respect to our plans and strategy for our business,
includes forward-looking statements that involve risks and uncertainties. As a
result of many factors, including those factors set forth in the "Risk Factors"
section of this Quarterly Report, our actual results could differ materially
from the results described in or implied by the forward-looking statements
contained in the following discussion and analysis.

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Proposed Acquisition by Eli Lilly and Company



On October 17, 2022, we entered into an Agreement and Plan of Merger, or the
Merger Agreement, with Eli Lilly and Company, or the Parent, and Kearny
Acquisition Corporation, or the Purchaser. Pursuant to the Merger Agreement, on
October 31, 2022, Purchaser commenced a tender offer, or the Offer, to purchase
all of our issued and outstanding shares, or the Shares, of common stock, par
value $0.0001 per share, or the Common Stock, in exchange for (a) $12.50 per
Share, net to the stockholder in cash, without interest and less any applicable
tax withholding, or the Cash Consideration, plus (b) one non-tradable contingent
value right (each, a CVR), which represents the contractual right to receive
contingent payments of up to $3.00 per CVR, net to the stockholder in cash,
without interest and less any applicable tax withholding, upon the achievement
of certain specified milestones in accordance with the terms and subject to the
conditions of a contingent value rights agreement to be entered into with a
rights agent selected by Parent and reasonably acceptable to us.

Following the consummation of the Offer and the satisfaction or waiver of
certain conditions as set forth in the Merger Agreement, Purchaser will be
merged with and into us, or the Merger, without a meeting of our stockholders in
accordance with Section 251(h) of the General Corporation Law of the State of
Delaware, and we will be the surviving corporation and a wholly owned subsidiary
of Parent. As a result of the Merger, we will cease to be a publicly traded
company.

The Merger Agreement contains customary representations, warranties, and
covenants. We currently expect the Offer and the Merger to be completed in the
fourth quarter of 2022, subject to the satisfaction or waiver of customary
closing conditions, including, among others, that there be validly tendered and
not validly withdrawn prior to the expiration of the Offer a number of Shares
that, together with the number of Shares, if any, then owned beneficially by
Parent and Purchaser (together with their wholly owned subsidiaries) would
represent a majority of the Shares outstanding as of the consummation of the
Offer and the expiration of the waiting period (and any extension thereof) under
the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. The Merger
Agreement also contains customary termination provisions for both the Parent and
us and, under certain circumstances, may require us to pay Parent a termination
fee of $17.5 million.

For additional information related to the Merger Agreement, refer to our
Solicitation/Recommendation Statement on Schedule 14D-9 filed with the SEC on
October 31, 2022, together with the exhibits and annexes thereto and as amended
or supplemented from time to time. Please also see "Item 1A. Risk Factors-Risks
Related to Pending Transaction with Eli Lilly and Company."

Overview



We are a precision genetic medicine company dedicated to our mission of
developing gene therapies with the potential to restore, improve, and preserve
high-acuity physiologic hearing for individuals who live with disabling hearing
loss worldwide. We have built a precision genetic medicine platform that
incorporates a proprietary vector library consisting of variants of a small
virus commonly used in gene therapy, known as adeno-associated virus, or AAV,
and a novel delivery approach. We are executing on our core strategic
initiatives, which include the advancement of our lead product candidate,
AK-OTOF; and expansion of our pipeline to include programs focused on monogenic
and inner ear conditions of complex etiology, such as AK-antiVEGF for vestibular
schwannoma; and to date, have completed development of an internal current good
manufacturing practice pilot plant facility. We believe the genetic medicines we
are developing have the potential to create a new standard of care for the
treatment of disabling hearing loss, and to transform the lives of individuals
and their families, with disabling hearing loss, by providing a meaningful
alternative to the invasive and limited current non-pharmacologic treatments.
Our aim is to leverage our capabilities to become a fully integrated
biotechnology company. We believe our platform and our team together provide a
unique advantage to efficiently develop potential genetic medicines for a
variety of inner ear conditions.

Since our inception, we have focused substantially all of our resources on
organizing and staffing our company, business planning, raising capital,
conducting research and development activities, filing and prosecuting patent
applications, identifying potential product candidates, soliciting input from
regulators regarding development of these product candidates, and undertaking
nonclinical studies. We do not have any products approved for sale and have

not

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generated any revenue from product sales. To date, we have funded our operations
primarily with proceeds from sales of preferred stock (including borrowings
under convertible promissory notes, which converted into preferred stock in
2017), with proceeds from our initial public offering, or IPO, and, most
recently, from our at-the-market offering facility under our sales agreement, or
the ATM Sales Agreement, with Cowen and Company, LLC. Since our inception, we
have incurred significant operating losses. Our ability to generate any product
revenue or product revenue sufficient to achieve profitability will depend on
the successful development and eventual commercialization of one or more of our
product candidates.

We reported a net loss of $19.8 million and $67.7 million for the three and nine
months ended September 30, 2022. As of September 30, 2022, we had an accumulated
deficit of $236.0 million. We expect to continue to incur significant expenses
and increasing operating losses for at least the next several years. We expect
that our expenses will increase substantially in connection with our ongoing
activities, particularly if and as we:

? initiate a planned Phase 1/2 clinical trial of our lead product candidate,

AK-OTOF, for the treatment of otoferlin gene (OTOF)-mediated hearing loss;

submit an investigational new drug application, or IND, and initiate a planned

? Phase 1/2 clinical trial for our product candidate AK-antiVEGF for the

treatment of vestibular schwannoma;

? continue our current research programs and our preclinical development of

product candidates from our current research programs;

? advance additional product candidates into preclinical and clinical

development;

? expand the capabilities of our genetic medicine platform;

? seek marketing approvals for any product candidates that successfully complete

clinical trials;

ultimately establish a sales, marketing, and distribution infrastructure; scale

? up manufacturing capabilities; and commercialize any products for which we may

obtain marketing approval;

? expand, maintain, and protect our intellectual property portfolio;

hire additional clinical, regulatory, manufacturing, and other scientific

? personnel to support our research, product development, and future

commercialization efforts; and

add operational, legal, compliance, financial, and management information

? systems personnel, including personnel to support our research, product

development, and future commercialization efforts and support our operations as

a public company.




We will not generate revenue from product sales unless and until we successfully
complete clinical development and obtain regulatory approval for one or more of
our product candidates. If we obtain regulatory approval for any of our product
candidates, we expect to incur significant expenses related to developing our
commercialization capability to support product sales, marketing, and
distribution. Further, we expect to incur additional costs associated with
operating as a public company.

As a result, we will need substantial additional funding to support our
continuing operations and pursue our growth strategy. Until such time as we can
generate significant revenue from product sales, if ever, we expect to finance
our operations through a combination of equity offerings, debt financings,
collaborations, licensing arrangements, and strategic alliances. We may be
unable to raise additional funds or enter into such other agreements or
arrangements when needed on favorable terms, or at all. If we fail to raise
capital or enter into such agreements as, and when, needed, we may have to
significantly delay, scale back, or discontinue the development and
commercialization of one or more of our product candidates.

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Because of the numerous risks and uncertainties associated with pharmaceutical
product development, we are unable to accurately predict the timing or amount of
increased expenses or when, or if, we will be able to achieve or maintain
profitability. Even if we are able to generate product sales, we may not become
profitable. If we fail to become profitable or are unable to sustain
profitability on a continuing basis, then we may be unable to continue our
operations at planned levels and be forced to reduce or terminate our
operations.

The COVID-19 pandemic may affect our ability to initiate and complete
nonclinical studies, delay the initiation of our planned clinical trial or
future clinical trials, disrupt regulatory activities, or have other adverse
effects on our business, results of operations, and financial condition. In
addition, the pandemic has caused substantial disruption to supply chains and
adversely impacted economies worldwide and could impact the financial markets,
each of which could result in adverse effects on our business and operations and
our ability to raise additional funds to support our operations.

To date, we have experienced a business disruption at our third-party
manufacturers, specifically manufacturing delays, including delays related to
the COVID-19 pandemic. We are continuing to monitor the impact of the COVID-19
pandemic on our business and financial statements. We have not incurred
impairment losses in the carrying values of our assets as a result of the
pandemic. We are following, and will continue to follow, recommendations from
the U.S. Centers for Disease Control and Prevention as well as federal, state,
and local governments regarding work-from-home practices for non-essential
employees as well as return-to-work policies and procedures. As a result, we
have modified our business practices, including implementing work-from-home and
return-to-work policies for employees in accordance with guidance from, and
requirements of, federal and state authorities. We expect to continue to take
actions as may be required or recommended by government authorities or as we
determine are in the best interests of our employees and other business partners
in light of the pandemic.

We cannot be certain what the overall impact of the COVID-19 pandemic will be on our business, and it has the potential to adversely affect our business, financial condition, results of operations, and prospects.

Components of Our Results of Operations

Revenue



To date, we have not generated any revenue from any sources, including product
sales, and do not expect to generate any revenue from the sale of products for
the foreseeable future. If our development efforts for our product candidates
are successful and result in regulatory approval or collaboration or license
agreements with third parties, we may generate revenue in the future from
product sales, payments from collaboration or license agreements that we may
enter into with third parties, or any combination thereof.

Operating Expenses

Research and Development Expenses

Research and development expenses consist of costs incurred for our research activities, including our discovery efforts, and the development of our programs. These expenses include:

employee-related expenses, including salaries, related benefits, and

? stock-based compensation expense for employees engaged in research and

development functions;

expenses incurred in connection with the preclinical development of our product

? candidates and research programs, including under agreements with third

parties, such as consultants, contractors, and contract research organizations,

or CROs;

the cost of developing and scaling our manufacturing process and manufacturing

? drug products for use in our research and nonclinical studies, including under

agreements with third parties, such as consultants, contractors, and


   third-party manufacturers;


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? laboratory supplies and research materials;

? facilities, depreciation, and other expenses, which include direct and

allocated expenses for rent and maintenance of facilities and insurance; and

? payments made under third-party licensing agreements.




We expense research and development costs as incurred. Non-refundable advance
payments that we make for goods or services to be received in the future for use
in research and development activities are recorded as prepaid expenses. The
prepaid amounts are expensed as the related goods are delivered or the services
are performed, or when it is no longer expected that the goods will be delivered
or the services rendered. Upfront payments under license agreements are expensed
upon receipt of the license, and annual maintenance fees under license
agreements are expensed in the period in which they are incurred. Milestone
payments under license agreements are accrued, with a corresponding expense
being recognized, in the period in which the milestone is determined to be
probable of achievement and the related amount is reasonably estimable.

Our direct external research and development expenses are tracked on a
program-by-program basis, including our early-stage programs, and consist of
costs that include fees, reimbursed materials, and other costs paid to
consultants, contractors, third-party manufacturers, and CROs in connection with
our research, nonclinical, and manufacturing activities. We do not allocate
employee costs, costs associated with our discovery efforts, laboratory
supplies, and facilities expenses, including depreciation or other indirect
costs, to specific product development programs because these costs are deployed
across multiple programs and our platform and, as such, are not separately
classified.

Product candidates in later stages of clinical development generally have higher
development costs than those in earlier stages of clinical development,
primarily due to the increased size and duration of later-stage clinical trials.
We expect that our research and development expenses will increase substantially
in connection with our planned preclinical and clinical development activities
in the near term and in the future. In particular, we expect that the research
and development expenses of our AK-OTOF and AK-antiVEGF programs will increase
substantially in the near term. These substantial increases in expenses relate
to plans to initiate a planned Phase 1/2 clinical trial of AK-OTOF, and to
submit an IND for AK-antiVEGF for vestibular schwannoma to the U.S. Food and
Drug Administration, or FDA, in 2023. We also expect that the research and
development expenses of our other early-stage programs will increase in the near
term as we initiate IND-enabling activities for those product candidates. At
this time, we cannot accurately estimate or know the nature, timing, and costs
of the efforts that will be necessary to complete the preclinical and clinical
development of any of our product candidates. The successful development of our
product candidates is highly uncertain. This is due to the numerous risks and
uncertainties associated with product development, including the following:

? the timing and progress of nonclinical studies, including IND-enabling studies;

? the number and scope of preclinical and clinical programs we decide to pursue;

? raising additional funds necessary to complete clinical development of our

product candidates;

the timing of filing and acceptance of INDs or comparable foreign applications

? that allow commencement of our planned clinical trial or future clinical trials

for our product candidates;

? the successful initiation, enrollment, and completion of clinical trials,

including under current good clinical practices;

our ability to achieve positive results from our future clinical programs that

? support a finding of safety and effectiveness and an acceptable risk-benefit

profile of our product candidates in the intended populations;

? the availability of specialty raw materials for use in production of our


   product candidates;


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? our ability to establish arrangements through our own facilities or with

third-party manufacturers for clinical supply and for analytical testing;

? our ability to establish new licensing or collaboration arrangements;

? the receipt and related terms of regulatory approvals from FDA and other

applicable regulatory authorities;

? our ability to establish and maintain patent, trademark, and trade secret

protection or regulatory exclusivity for our product candidates;

our ability to procure intellectual property protection and regulatory

? exclusivity and enforce and defend our intellectual property rights and claims;

and

? our ability to maintain a continued acceptable safety, tolerability, and

efficacy profile of our product candidates following approval.

A change in the outcome of any of these variables with respect to the development of any of our product candidates could significantly change the costs and timing associated with the development of that product candidate. We may never succeed in obtaining regulatory approval for any of our product candidates.

General and Administrative Expenses



General and administrative expenses consist primarily of salaries and
personnel-related costs, including stock-based compensation, for our personnel
in executive, legal, finance and accounting, human resources, and other
administrative functions. General and administrative expenses also include legal
fees relating to intellectual property and corporate matters; professional fees
paid for accounting, auditing, consulting, and tax services; insurance costs;
travel expenses; and facility costs not otherwise included in research and
development expenses.

We anticipate that our general and administrative expenses will increase in the
future as we increase our headcount to support our continued research activities
and development of our programs and platform. We also anticipate that we will
continue to incur increased accounting, audit, legal, regulatory, compliance,
director and officer insurance, and investor and public relations expenses
associated with operating as a public company.

Other Income (Expense)

Interest Income

Interest income consists of interest earned on our invested cash and marketable securities balances.



Other Income (Expense), Net

Other income (expense), net includes interest expense related to a finance lease, any realized gains or losses on the sale of marketable securities, and miscellaneous other income and expense unrelated to our core operations.

Income Taxes



Since our inception, we have not recorded any income tax benefits for the net
losses we have incurred or for the research and development tax credits earned
in each year and interim period, as we believe, based upon the weight of
available evidence, that it is more likely than not that all of our net
operating loss carryforwards and tax credit carryforwards will not be realized.

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Results of Operations

Comparison of the three months ended September 30, 2022 and 2021

The following table summarizes our results of operations for the three months ended September 30, 2022 and 2021:



                                 Three Months Ended
                                   September 30,
(In thousands)                   2022          2021      Change
Operating expenses:
Research and development      $   13,937    $   17,399  $ (3,462)
General and administrative         6,267         5,513        754
Total operating expenses          20,204        22,912    (2,708)
Loss from operations            (20,204)      (22,912)      2,708
Other income (expense):
Interest income                      522           483         39
Other expense, net                 (157)         (477)        320
Total other income, net              365             6        359
Net loss                      $ (19,839)    $ (22,906)  $   3,067

Research and Development Expenses



                                                Three Months Ended
                                                  September 30,
(In thousands)                                 2022            2021        

Change


Direct research and development
expenses by program:
AK­OTOF                                    $      2,573    $       5,848    $   (3,275)
AK-antiVEGF                                         888              899           (11)
Other early­stage programs                          207              824          (617)
Platform, research and discovery, and
unallocated expenses:
Platform­related external costs                     303              999  

       (696)
Personnel related (including
stock­based compensation)                         6,409            5,738            671
Facility related and other                        3,557            3,091            466

Total research and development expenses $ 13,937 $ 17,399 $ (3,462)




Research and development expenses were $13.9 million for the three months ended
September 30, 2022, compared to $17.4 million for the three months ended
September 30, 2021. The decrease of $3.3 million in direct costs related to our
AK-OTOF program was due to timing of manufacturing activities conducted by
existing third-party manufacturers (including Catalent Maryland, Inc.), in
addition to the substantial completion of activities with one of our third-party
manufacturers, Lonza Houston, Inc. Direct costs related to our AK-antiVEGF
program remained relatively consistent between periods. The decrease of $0.6
million in research and development expenses for our other early-stage programs
was primarily due to decreased spend related to the research of these programs.

The decrease of $0.7 million in platform-related external costs was primarily
related to decreases in spending related to the development of our novel
delivery approach. The increase of $0.7 million in personnel related costs was
primarily due to increased headcount in our research and development function.
Personnel related costs included stock-based compensation expense of $1.0
million for each of the three months ended September 30, 2022 and 2021. The
increase of $0.5 million in facility related and other costs was primarily due
to an increase in facility costs and laboratory costs related to our corporate
headquarters.

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General and Administrative Expenses



                                                            Three Months Ended
                                                              September 30,
(In thousands)                                               2022          2021       Change

Personnel related (including stock­based compensation)    $    4,032     $  3,110    $    922
Professional and consultant fees                               1,158        1,184        (26)
Facility related and other                                     1,077        1,219       (142)
Total general and administrative expenses                 $    6,267     $ 

5,513 $ 754




General and administrative expenses for the three months ended
September 30, 2022 were $6.3 million, compared to $5.5 million for the three
months ended September 30, 2021. Personnel related costs increased by $0.9
million primarily related to the increase in headcount in our general and
administrative function. Personnel related costs included stock-based
compensation expense of $1.5 million for each of the three months ended
September 30, 2022 and 2021. Professional and consultant fees, facility related
and other expenses remained relatively consistent between periods.

Other Income (Expense)

Interest Income

Interest income was $0.5 million for each of the three months ended September 30, 2022 and 2021, consisting of interest earned on invested cash balances.

Other Expense, Net



Other expense, net was $0.2 million and $0.5 million, respectively, for each of
the three months ended September 30, 2022 and 2021, and was primarily related to
net amortization of premiums and accretion of discounts on marketable
securities.

Comparison of the nine months ended September 30, 2022 and 2021

The following table summarizes our results of operations for the nine months ended September 30, 2022 and 2021:



                                 Nine Months Ended September 30,
(In thousands)                      2022                  2021         Change
Operating expenses:
Research and development      $         48,643      $         45,776  $   2,867
General and administrative              19,595                16,068      3,527
Total operating expenses                68,238                61,844      6,394
Loss from operations                  (68,238)              (61,844)    (6,394)
Other income (expense):
Interest income                          1,074                 1,546      (472)
Other expense, net                       (489)               (1,434)        945
Total other income, net                    585                   112        473
Net loss                      $       (67,653)      $       (61,732)  $ (5,921)


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Research and Development Expenses



                                             Nine Months Ended September 

30,


(In thousands)                                  2022                 2021  

Change


Direct research and development
expenses by program:
AK­OTOF                                    $        10,850      $        14,208    $   (3,358)
AK-antiVEGF                                          4,718                3,365          1,353
Other early­stage programs                             842                2,219        (1,377)
Platform, research and discovery, and
unallocated expenses:
Platform­related external costs                      1,987               

2,496          (509)
Personnel related (including
stock­based compensation)                           20,151               15,275          4,876
Facility related and other                          10,095               

8,213 1,882 Total research and development expenses $ 48,643 $ 45,776 $ 2,867




Research and development expenses were $48.6 million for the nine months ended
September 30, 2022, compared to $45.8 million for the nine months ended
September 30, 2021. The decrease of $3.4 million in direct costs related to our
AK-OTOF program was due to timing of manufacturing activities conducted by
existing third-party manufacturers (including Catalent Maryland, Inc.), in
addition to the substantial completion of activities with one of our third-party
manufacturers, Lonza Houston, Inc. The increase of $1.4 million in direct costs
related to our AK-antiVEGF program was primarily due to increased nonclinical
toxicology studies and manufacturing costs. The decrease of $1.4 million in
research and development expenses for our other early-stage programs was
primarily due to decreased spend related to the research of these programs.

The decrease of $0.5 million in platform-related external costs was primarily
related to decreases in spending related to the development of our novel
delivery approach. The increase of $4.9 million in personnel-related costs was
primarily due to increased headcount in our research and development function.
Personnel-related costs included stock-based compensation expense of
$3.2 million for each of the nine months ended September 30, 2022 and 2021. The
increase of $1.9 million in facility related and other costs was primarily due
to an increase in facility costs and laboratory costs related to our corporate
headquarters.

General and Administrative Expenses



                                                            Nine Months Ended September 30,
(In thousands)                                                 2022                 2021          Change
Personnel related (including stock­based compensation)    $        12,997      $         9,127    $ 3,870
Professional and consultant fees                                    3,190                3,643      (453)
Facility related and other                                          3,408                3,298        110
Total general and administrative expenses                 $        19,595

$ 16,068 $ 3,527


General and administrative expenses for the nine months ended September 30, 2022
were $19.6 million, compared to $16.1 million for the nine months ended
September 30, 2021. Personnel-related costs increased by $3.9 million primarily
as a result of the increase in headcount in our general and administrative
function. Personnel-related costs included stock-based compensation expense of
$4.7 million for the nine months ended September 30, 2022 and $3.7 million for
the nine months ended September 30, 2021. The decrease of $0.5 million in
professional and consultant fees was related to a decrease in professional fees
related to legal services. Facility related and other expenses remained
relatively consistent between periods.

Other Income (Expense)

Interest Income



Interest income was $1.1 million and $1.5 million, respectively, for each of the
nine months ended September 30, 2022 and 2021, consisting of interest earned on
invested cash balances.

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Other Expense, Net

Other expense, net was $0.5 million and $1.4 million, respectively, for each of
the nine months ended September 30, 2022 and 2021, and was primarily related to
net amortization of premiums and accretion of discounts on marketable
securities.

Liquidity and Capital Resources



Since our inception, we have incurred significant operating losses. We expect to
incur significant expenses and operating losses for the foreseeable future as we
advance the preclinical and, if successful, the clinical development of our
programs. To date, we have funded our operations with proceeds from sales of
preferred stock (including borrowings under convertible promissory notes, which
converted into preferred stock in 2017), with proceeds from our IPO and, most
recently, from our at-the-market offering facility under the ATM Sales
Agreement. As of September 30, 2022, we had cash, cash equivalents and
marketable securities of $169.3 million.

On June 30, 2020, we completed our IPO and issued and sold 14,375,000 shares of
our common stock, at a public offering price of $17.00 per share, for gross
proceeds of $244.4 million, or net proceeds of $223.8 million after deducting
underwriting discounts, commissions, and offering expenses.

In August 2021, we entered into an ATM Sales Agreement with Cowen and Company,
LLC, to issue and sell, from time to time at prevailing market prices, shares of
the Company's common stock having aggregate gross proceeds of up to $100.0
million. The shares that may be sold pursuant to the ATM Sales Agreement, if
any, will be issued and sold pursuant to our shelf registration statement on
Form S-3 that was declared effective by the SEC on August 20, 2021. During the
second quarter of 2022 we sold 2,272,727 shares of common stock under the ATM
Sales Agreement for net proceeds of approximately $7.2 million.

Cash Flows



The following table summarizes our sources and uses of cash for each of the
periods presented:

                                                         Nine Months Ended September 30,
(In thousands)                                              2022                  2021

Cash used in operating activities                     $       (58,136)      $       (47,796)
Cash provided by investing activities                            4,157     

94,517


Cash provided by financing activities                            7,486                   104
Net increase (decrease) in cash, cash equivalents
and restricted cash                                   $       (46,493)      $         46,825


Operating Activities

During the nine months ended September 30, 2022, operating activities used $58.1 million of cash, primarily resulting from our net loss of $67.7 million, partially offset by non-cash charges of $11.4 million and net cash used by changes in our operating assets and liabilities of $1.9 million.


During the nine months ended September 30, 2021, operating activities used $47.8
million of cash, primarily resulting from our net loss of $61.7 million,
partially offset by non-cash charges of $11.1 million and net cash provided by
changes in our operating assets and liabilities of $2.8 million.

Changes in accounts payable, accrued expenses and other current liabilities, and
prepaid expenses and other current assets in all periods were generally due to
growth in our business, the advancement of our research programs, and the timing
of vendor invoicing and payments.

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Investing Activities

During the nine months ended September 30, 2022, net cash provided by investing
activities was $4.2 million, related to proceeds from sales or maturities of
marketable securities of $110.0 million, partially offset by purchases of
marketable securities of $94.2 million and purchases of property and equipment
of $11.6 million.

During the nine months ended September 30, 2021, net cash provided by investing
activities was $94.5 million, related to proceeds from sales or maturities of
marketable securities of $254.0 million, partially offset by purchases of
marketable securities of $151.4 million and purchases of property and equipment
of $8.1 million.

Financing Activities

During the nine months ended September 30, 2022, net cash provided by financing
activities was $7.5 million, related to proceeds from our at the market equity
offering, net of offering costs, of $7.2 million and proceeds from the exercise
of stock options of $0.3 million.

During the nine months ended September 30, 2021, net cash provided by financing
activities was $0.1 million, consisting primarily of proceeds from the exercise
of stock options, partially offset by payments on our finance lease obligation
and payments related to our offering costs.

Funding Requirements



We expect our expenses to increase substantially in connection with our ongoing
activities, particularly as we advance the nonclinical activities and studies
and initiate clinical trials for our product candidates in development. The
timing and amount of our funding requirements will depend on many factors,
including:

? the progress, costs, and results of our planned Phase 1/2 clinical trial of

AK-OTOF and any future clinical development of AK-OTOF;

the progress, costs, and results of our IND-enabling studies to support our

? planned IND submission for AK-antiVEGF, and any future clinical development of

AK-antiVEGF;

? the scope, progress, costs, and results of preclinical and clinical development

for our other product candidates and development programs;

? the number and development requirements of other product candidates that we

pursue;

? the costs, timing, and outcome of regulatory review of our product candidates

and device system;

? the cost and timing of completion of clinical and commercial-scale

manufacturing activities;

the costs and timing of future commercialization activities, including product

? manufacturing, marketing, sales, and distribution, for any of our product

candidates for which we receive marketing approval;

the amount and timing of revenue, if any, received from commercial sales of our

? product candidates for which we receive marketing approval, which in turn

depends on the sales price and the availability of coverage and adequate

third-party reimbursement;

? the costs of operating as a public company;

? the costs to retain and attract our personnel;




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the costs and timing of preparing, filing, and prosecuting patent applications,

? maintaining and enforcing our intellectual property rights, and defending any

intellectual property-related claims;

? the cash requirements of any future acquisitions or discovery of product

candidates;

? the extent to which we may acquire or in-license other product candidates and

technologies; and

the severity, duration, and impact of the COVID-19 pandemic, which may

? adversely impact our business, including our planned Phase 1/2 clinical trials

and manufacturing activities for AK-OTOF and AK-antiVEGF, and planned

development activities for other product candidates.




We believe that our existing cash, cash equivalents and marketable securities
will enable us to fund our operating expenses and capital expenditure
requirements beyond the next 18 months from the issuance date of the
consolidated financial statements. We have based this estimate on assumptions
that may prove to be wrong, and we could utilize our available capital resources
sooner than we expect.

Until such time, if ever, as we can generate substantial product revenue, we
expect to finance our operations through a combination of equity offerings, debt
financings, collaborations, strategic alliances, and licensing arrangements. To
the extent that we raise additional capital through the sale of equity or
convertible debt securities, the ownership interests of our existing
stockholders will be diluted, and the terms of these securities may include
liquidation or other preferences that adversely affect the rights of such
stockholders. Debt financing and preferred equity financing, if available, may
involve agreements that include covenants limiting or restricting our ability to
take specific actions, such as incurring additional debt, making acquisitions or
capital expenditures, or declaring dividends. If we raise additional funds
through collaborations, licensing arrangements, or strategic alliances with
third parties, we may have to relinquish valuable rights to our technologies,
future revenue streams, research programs, or product candidates, or grant
licenses on terms that may not be favorable to us. If we are unable to raise
additional funds through equity or debt financings or other arrangements when
needed, we may be required to delay, limit, reduce, or terminate our research,
product development, or future commercialization efforts, or grant rights to
develop and market drugs that we would otherwise prefer to develop and market
ourselves.

Application of Critical Accounting Estimates



Our consolidated financial statements are prepared in accordance with generally
accepted accounting principles in the United States. The preparation of our
consolidated financial statements and related disclosures requires us to make
estimates and judgments that affect the reported amounts of assets, liabilities,
costs and expenses, and the disclosure of contingent assets and liabilities in
our consolidated financial statements. We base our estimates on historical
experience, known trends and events, and various other factors that we believe
are reasonable under the circumstances, the results of which form the basis for
making judgments about the carrying values of assets and liabilities that are
not readily apparent from other sources. We evaluate our estimates and
assumptions on an ongoing basis. Our actual results may differ from these
estimates under different assumptions or conditions.

During the three and nine months ended September 30, 2022, there were no
material changes to our critical accounting estimates. Our critical accounting
policies are described in the notes to the consolidated financial statements and
under the heading "Management's Discussion and Analysis of Financial Condition
and Results of Operations-Critical Accounting Policies and Significant Judgments
and Estimates" in our Annual Report on Form 10-K for the year ended December 31,
2021 filed with the SEC on March 29, 2022, and in the notes to the condensed
consolidated financial statements appearing elsewhere in this Quarterly Report.

Recently Issued Accounting Pronouncements



A description of recently issued accounting pronouncements that may potentially
impact our financial position and results of operations is disclosed in Note 2
to our condensed consolidated interim financial statements appearing elsewhere
in this Quarterly Report.

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Emerging Growth Company Status


The Jumpstart Our Business Startups Act of 2012 permits an "emerging growth
company" such as us to take advantage of an extended transition period to comply
with new or revised accounting standards applicable to public companies until
those standards would otherwise apply to private companies. We have elected not
to "opt out" of such extended transition period, which means that when a
standard is issued or revised and it has different application dates for public
or private companies, we will adopt the new or revised standard at the time
private companies adopt the new or revised standard and will do so until such
time that we either (i) irrevocably elect to "opt out" of such extended
transition period or (ii) no longer qualify as an emerging growth company. We
may choose to early adopt any new or revised accounting standards whenever such
early adoption is permitted for private companies.

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