You should read the following discussion and analysis of our financial condition and results of operations together with our financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and our Annual Report on Form 10-K for the year ended December 31, 2019 filed with Securities and Exchange Commission, or SEC, on March 25, 2020 (the "Annual Report"). Some of the information contained in this discussion and analysis or set forth elsewhere in this Quarterly Report on Form 10-Q, including information with respect to our plans and strategy for our business and related financing, 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 on Form 10-Q, 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.

Investors and others should note that we routinely use the Investor Relations section of our website to announce material information to investors and the marketplace. While not all of the information that we post on the Investor Relations section of our website is of a material nature, some information could be deemed to be material. Accordingly, we encourage investors, the media, and others interested in us to review the information that it shares on the Investor Relations section of our website, www.vielabio.com.





                                    Overview

We are a biotechnology company pioneering treatments for autoimmune disease. Our approach seeks to redefine the treatment of autoimmune diseases by focusing on critical biological pathways shared across multiple indications. We believe this approach, which targets the underlying molecular pathogenesis of the disease allows us to develop more precise therapies, identify patients more likely to respond to treatment and pursue multiple diseases for each of our product candidates. Our lead molecule, inebilizumab, is a humanized mAb designed to target CD19, a molecule expressed on the surface of a broad range of immune system B cells. In January 2019, we reported positive pivotal clinical trial data for inebilizumab in patients with NMOSD. NMOSD is a rare, devastating condition that attacks the optic nerve, spinal cord and brain stem, and often leads to irreversible blindness and paralysis. We received Breakthrough Therapy Designation for the treatment of this disease from the U.S. Food and Drug Administration (the "FDA") in April 2019 and in August 2019, the FDA accepted for review our BLA for inebilizumab. On June 11, 2020, the FDA approved Uplizna® (inebilizumab-cdon) for the treatment of adult patients with NMOSD who are anti-AQP4 antibody positive as a twice-a-year maintenance regimen following initial doses. We commercially launched Uplizna® following FDA approval in June.

Regulatory applications have also been filed in several other countries for inebilizumab in patients with NMOSD, based on results from the N-MOmentum trial. In October 2020, a BLA was accepted by the National Medical Products Administration in China. In June and September 2020, respectively, a marketing authorization application, or MAA, was filed in Japan and South Korea, and the filing of an MAA with the European Medicines Agency, or EMA, remains in process. If approved, Mitsubishi Tanabe Pharma Corporation ("MTPC") and Hansoh Pharma, our partners in Asia, will be responsible for commercializing inebilizumab in their respective territories, and we will be eligible for payments based on certain commercial milestones, as well as royalties on sales revenue.

Furthermore, we recently initiated a Phase 3 trial of inebilizumab for myasthenia gravis, a neuromuscular disorder caused by autoantibodies against acetylcholine receptors or muscle specific kinase and a Phase 3 trial of inebilizumab for IgG4-related disease, a group of disorders marked by tumor-like swelling and fibrosis of affected organs, which may be caused by infiltration of CD19-expressing plasmablasts and plasma cells that generate IgG4 antibodies.

In addition, we have a broad pipeline of two additional clinical-stage and two pre-clinical product candidates focused on a number of other autoimmune diseases with high unmet medical needs, including Sjögren's syndrome and lupus, as well as other conditions such as kidney transplant rejection. A Phase 2b trial in Sjögren's syndrome, which is designed as Phase 3-enabling, is ongoing and in 2019, we initiated a separate Phase 2 trial in kidney transplant rejection. We are currently advancing two candidates through pre-clinical studies. For the first candidate, VIB1116, we expect to complete pre-clinical toxicology studies to enable a submission of an IND in 2020.

In November 2020, we reported the final data from our Phase 1b trial with VIB7734 in an oral presentation at the American College of Rheumatology Convergence 2020. In this trial, treatment with VIB7734 was shown to potently deplete plasma dendritic cell (pDCs), both in blood and in cutaneous lupus erythematosus (CLE) skin lesions. Most patients experienced a clinically significant reduction in the extent and severity of skin lesions following treatment with VIB7734. Rates of adverse events were similar between VIB7734 and placebo groups. Based on results from the Phase



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1b study, we have selected systemic lupus erythematosus (SLE) as the lead indication of a planned Phase 2 trial, anticipated to initiate in the first half of 2021.

We incorporated on December 11, 2017 under the laws of the State of Delaware. In February 2018, we acquired six molecules from MedImmune, of which five constitute our current product candidates, for a purchase price of approximately $142.3 million financed by AstraZeneca's purchase of our Series A preferred stock. Following the asset purchase, we entered into several agreements with AstraZeneca and MedImmune, including a license agreement, a master supply and development services agreement, sublicense agreements, a transition services agreement, a clinical supply agreement and a commercial supply agreement.

To date, we have devoted substantially all of our resources to organizing and staffing our company, business planning, raising capital, identifying and developing product candidates, enhancing our intellectual property portfolio, undertaking research, conducting pre-clinical studies and clinical trials, conducting pre-commercial and commercial launch activities, and securing manufacturing for our development programs. We have one product approved for sale, Uplizna® in the US, and have not generated any significant revenue from product sales to date. To date, we have funded our operations primarily with proceeds from the private placement of convertible preferred stock, the initial public offering of our common stock, or the IPO, the underwritten public offering of our common stock in June 2020 and collaboration agreements.

We have incurred significant operating losses since our inception, which are mainly attributed to research and development costs, and employee payroll expense, professional services expense and other administrative expenses included in general and administrative expenses. Our net loss was $37.6 million and $117.3 million for the three and nine months ended September 30, 2020, respectively. Our operating losses may fluctuate significantly from quarter-to-quarter and year-to-year as a result of several factors, including the timing of our clinical trials and our expenditures related to other research and development activities, as well as the timing of collaboration agreements and any future commercialization success. We expect to continue to incur operating losses for the foreseeable future. We anticipate these losses will increase substantially as we advance our product candidates through pre-clinical and clinical development, develop additional product candidates and seek regulatory approvals for our product candidates. In addition, if we obtain marketing approval for any product candidate, we expect to incur additional pre-commercialization expenses and significant commercialization expenses related to marketing, sales, manufacturing and distribution. We may also incur expenses in connection with the in-licensing of additional product candidates. Furthermore, we expect to incur additional costs associated with operating as a public company, including significant legal, accounting, investor relations, compliance and other expenses that we did not incur as a private 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 sales of our product candidates, if ever, we expect to finance our cash needs through public or private equity offerings, debt financings, collaborations and licensing arrangements or other capital sources. However, we may be unable to raise additional funds or enter into such other arrangements when needed on favorable terms or at all. Our failure to raise capital or enter into such other arrangements as and when needed would have a negative impact on our financial condition and could force us to delay, limit, reduce or terminate our product development or future commercialization efforts or grant rights to develop and market our product candidates that we would otherwise prefer to develop and market ourselves.

We initiated patient screening for Phase 1 trial with VIB7734, which has demonstrated an ability to regulate key inflammatory mediators, in patients with COVID-19-related acute lung injury. This Phase 1 trial is on-going. Results from this study are anticipated in the first half of 2021.

In December 2019 an outbreak of a novel strain of coronavirus was identified in Wuhan, China. This virus continues to spread globally, has been declared a pandemic by the World Health Organization and has spread to over 200 countries, including the United States. The impact of this pandemic has been and will likely continue to be extensive in many aspects of society, which has resulted in and will likely continue to result in significant disruptions to businesses and capital markets around the world. The extent to which the coronavirus impacts us will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of the coronavirus and the actions to contain the coronavirus or treat its impact, among others. At present, we are not experiencing significant impact or delays from COVID-19 on our business, operations and, if approved, commercialization plans. However, in order to prioritize patient health and that of the investigators at clinical trial sites, we had paused enrollment of new patients in certain of our clinical trials, including our Phase 2b trial of VIB4920 in Sjögren's syndrome, our Phase 2 trial of VIB4920 in rheumatoid arthritis and our Phase 2 trial of inebilizumab in kidney transplant desensitization. We recently resumed our Phase 2b trial of VIB4920 in Sjögren's syndrome and our Phase 2 trial of VIB4920 in rheumatoid arthritis. Our ability to re-open enrollment, and continue enrollment, in any paused clinical trials will be dependent on many factors, including the progression of the pandemic and its impact on patients and the investigators at our clinical trial sites. Furthermore, our ability to re-open enrollment, and continue enrollment, in each of these paused clinical trials will require collaboration with, and permission from, each of the clinical trial sites. Over the coming weeks and months, we will continue to monitor carefully the situation with respect to each of our clinical trials and follow guidance from local and federal health authorities. Additionally, with respect to our commercial launch of Uplizna®,



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we believe that the pandemic has resulted in a decrease in patient visits to prescribing physicians, as well as challenges in coordination and communication between patients and prescribing physicians. Furthermore, we believe some prescribing physicians are reluctant to change existing treatment regimens for patients, except in the event of significant need, without first meeting patients in-person prior to making such a change. The ongoing pandemic has led to increased challenges in having in-person meetings between patients and prescribing physicians. We believe these factors are adversely impacting, and may continue to adversely impact for the duration of the pandemic, the number of new prescriptions written for Uplizna®. For the three months ended September 30, 2020, we filled approximately 20 prescriptions for Uplizna® and in the month of October we filled approximately 19 prescriptions for Uplizna®. We plan to continue to adapt our commercialization efforts to address the uncertainty presented by this treatment environment.

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 significant product sales, we may not become profitable. If we fail to become profitable or are unable to sustain profitability on a continuing basis, we may be unable to continue our operations at planned levels and be forced to reduce or terminate our operations.



                    Components of our Results of Operations

Revenue

We did not generate any revenue from the sale of products since our inception through June 30, 2020. We initiated the commercial launch of Uplizna® and generated revenue from the sale of products in the third quarter of 2020. We have generated revenue from commercial license and collaboration agreements related to the treatment of NMOSD with inebilizumab. We do not expect any revenues that we may generate in the near future to be significant enough to fund our operations. We generated $20 million of license revenue in the prior nine-month period-ended September 30, 2019.

In connection with the license agreement with Mitsubishi Tanabe Pharma Corporation, or MTPC, dated October 8, 2019, we entered into a supply agreement with MTPC, pursuant to which, among other things, we will supply products for MTPC's commercial use. Under the supply agreement, MTPC provides a forecast of its requirements for product. Payment is based on the forecasted requirements and becomes due following delivery of product and invoicing by the Company. Changes in demand from MTPC and any adjustments to MTPC's forecasted requirements of inebilizumab may cause our revenue and net loss to fluctuate significantly from period-to-period, which may result in a high degree of variability in our results of operations

Cost of Product Sold

Cost of product sales includes the cost of producing and distributing inventories that are related to product revenues during the respective period, and third-party royalties payable on our net product revenues. Cost of goods sold may also include costs related to excess or obsolete inventory adjustment charges, abnormal costs, unabsorbed manufacturing and overhead costs, amortization of intangible asset, and manufacturing variances. The Company presently expects to have a lower cost of product sold until 2023.

Research and Development Expenses

To date, our research and development expenses, net of the acquisition of In Process Research & Development ("IPR&D") that is disclosed separately, have related primarily to development of inebilizumab, VIB4920 and VIB7734, pre-clinical studies and other pre-clinical activities related to our portfolio. Research and development expenses are recognized as incurred, and payments made prior to the receipt of goods or services to be used in research and development are capitalized until the goods or services are received.

Research and development expenses include:



     • salaries, payroll taxes, employee benefits, and stock-based compensation
       charges for those individuals involved in research and development efforts;


     • external research and development expenses incurred under agreements with
       contract research organizations and consultants to conduct our
       pre-clinical, toxicology and other pre-clinical studies, as well as
       clinical trials of our product candidates;


  • laboratory supplies;


     • costs related to manufacturing product candidates, including fees paid to
       third-party manufacturers and raw material suppliers;


  • license fees and research funding; and


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     • facilities, depreciation and other allocated expenses, which include direct
       and allocated expenses for rent, maintenance of facilities, insurance,
       equipment and other supplies.

Clinical trial costs are a significant component of research and development expenses and include costs associated with third-party contractors. We outsource a substantial portion of our clinical trial activities, utilizing external entities such as Contract Research Organizations ("CROs"), independent clinical investigators and other third-party service providers to assist us with the execution of our clinical trials. We also expect to incur additional expenses related to milestone and royalty payments payable to third parties with whom we have entered into license agreements relating to our product candidates.

We plan to substantially increase our research and development expenses for the foreseeable future, as we continue the development of our product candidates and seek to discover and develop new product candidates. Due to the inherently unpredictable nature of pre-clinical and clinical development, we cannot determine with certainty the timing of the initiation, duration or costs of future clinical trials and pre-clinical studies of product candidates. Clinical and pre-clinical development timelines, the probability of success and the amount of associated development costs can differ materially from expectations. We anticipate that we will make determinations as to which product candidates and development programs to pursue and how much funding to direct to each product candidate or program on an ongoing basis in response to the results of ongoing and future pre-clinical studies and clinical trials, regulatory developments and our ongoing assessments as to each product candidate's commercial potential. In addition, we cannot forecast which product candidates may be subject to future collaborations, when such arrangements will be secured, if at all, and to what degree such arrangements would affect our development plans and capital requirements.

Our future clinical development costs may vary significantly based on factors such as:



  • per patient trial costs;


  • the number of patients needed to determine a recommended dose;


  • the number of trials required for regulatory approval;


  • the number of sites included in the trials;


  • the countries in which the trials are conducted;


  • the length of time required to enroll eligible patients;


  • the number of patients who participate in the trials;


  • the number of doses that patients receive;


  • the drop-out or discontinuation rates of patients;


  • potential additional safety monitoring requested by regulatory agencies;


  • the duration of patient participation in the trials and follow-up;


  • the phase of development of the product candidate;


  • the efficacy and safety profile of the product candidate; and


     • developments related to the coronavirus outbreak and impact of it and
       COVID-19 on the costs and timing associated with the conduct of our
       clinical trials and other related activities.

Selling, General and Administrative Expenses

Selling, general and administrative expenses consist primarily of salaries and employee-related costs, including stock-based compensation for personnel in our executive, finance and other administrative functions. Other significant costs include facility and/or rent-related costs, legal fees relating to intellectual property and corporate matters, professional fees for accounting and consulting services and insurance costs. We anticipate that our general and administrative expenses will increase in the future to support our continued research and development activities, pre-commercialization and commercialization activities. We also anticipate increased expenses related to audit, legal, regulatory and tax-related services associated with maintaining compliance with stock exchange listing and SEC requirements, director and officer insurance premiums and investor relations costs associated with operating as a public company.

Interest Income

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



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                             Results of Operations

Comparison of the Three Months Ended September 30, 2020 and 2019

The following table summarizes our results of operations for the three months ended September 30, 2020 and 2019:



                                               Three Months Ended
                                                  September 30,
                                               2020          2019         Change
                                                 (in thousands)
       Revenue:
       Product revenue, net                  $   2,316     $       -     $   2,316
       Total Revenue                             2,316             -         2,316
       Operating expenses:
       Cost of products sold                       650             -           650
       Research and development                 25,890        38,700       (12,810 )
       Selling, general and administrative      13,995        10,230         3,765
       Total operating expenses                 40,535        48,930        (8,395 )
       Loss from operations                    (38,219 )     (48,930 )      10,711
       Other income
       Interest income                             574           520            54
       Total other income                          574           520            54
       Net loss                              $ (37,645 )   $ (48,410 )   $  10,765

Product Revenue. Product revenue was $2.3 million for the three months ended September 30, 2020, due to U.S. sales from our sole commercial product, Uplizna®, which was approved by the FDA on June 11, 2020. There was no product revenue generated during the three months ended September 30, 2019.

Cost of Product Sold. The cost of product sold consists of costs related to the sales of Uplizna®. These costs include materials, manufacturing overhead, amortization of milestone payments, and royalties payable on net sales of Uplizna®. During the three months ended September 30, 2020, the cost of product sold was $0.7 million and consisted of $0.6 million in amortization expense related to the $19.7 million milestone payments upon regulatory approval of Uplizna® and $0.1 million in royalties owed on net sales of Uplizna® in the three months ended September 30, 2020.

Research and Development Expenses. Research and development expenses were $25.9 million and $38.7 million for the three months ended September 30, 2020 and 2019, respectively. The decrease of $12.8 million was primarily driven by regulatory milestone payments of approximately $19.8 million in September 2019, in connection with acceptance for review by the FDA of the Company's BLA for inebilizumab in patients with NMOSD in August 2019, partially offset by an increase of $1.4 million in personnel related costs due to an increase in headcount, and $5.6 million of direct program and external costs for payments to our research and development contractors driven primarily by manufacturing activities to support the BLA filing and approval process, and clinical trials for other potential indications for inebilizumab.

General and Administrative Expenses. General and administrative expenses were $14.0 million and $10.2 million for the three months ended September 30, 2020 and 2019, respectively. The increase of $3.8 million was due primarily to increases of $3.6 million in personnel related expenses, including stock-based compensation, due to an increase in headcount, and an increase of $1.8 million of facility related and other administrative expenses, partially offset by a decrease of $1.3 million in professional services related to accounting services, corporate legal fees and patent legal fees.

Interest Income. Interest income was $0.6 million and $0.5 million for the three months ended September 30, 2020 and 2019, respectively. The increase of $0.1 million was due primarily to higher cash and cash equivalents and marketable securities held during the three months ended September 30, 2020 compared to the corresponding period in 2019.



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Comparison of the Nine Months Ended September 30, 2020 and 2019

The following table summarizes our results of operations for the nine months ended September 30, 2020 and 2019



                                                Nine Months Ended
                                                  September 30,
                                                2020          2019         Change
                                                  (in thousands)
       Revenue:
       Product revenue, net                  $    2,316     $       -         2,316
       License Revenue                                -        20,000       (20,000 )
       Total Revenue                              2,316        20,000       (17,684 )
       Operating expenses:
       Cost of products sold                        650             -           650
       Research and development                  78,131        72,113         6,018
       Selling, general and administrative       43,685        24,575        19,110
       Total operating expenses                 122,466        96,688        25,778
       Loss from operations                    (120,150 )     (76,688 )     (43,462 )
       Other income
       Interest income                            2,871         1,829         1,042
       Total other income                         2,871         1,829         1,042
       Net loss                              $ (117,279 )   $ (74,859 )   $ (42,420 )

Revenue. Product revenue was $2.3 million for the nine months ended September 30, 2020, due to U.S. sales from our sole commercial product, Uplizna®, which was approved by the FDA on June 11, 2020. There was no product revenue generated during the nine months ended September 30, 2019. License revenue was $20.0 million for the nine months ended September 30, 2019, due to the revenue recognized pursuant to the Co-Development and Commercial License Agreement by and between us and Hansoh Pharma dated May 24, 2019. There was no license revenue generated during the nine months ended September 30, 2020.

Cost of Product Sold. The cost of product sold consists of costs related to the sales of Uplizna®. These costs include materials, manufacturing overhead, amortization of milestone payments, and royalties payable on net sales of Uplizna®. During the nine months ended September 30, 2020, the cost of product sold was $0.7 million and consisted of $0.6 million in amortization expense related to the $19.7 million milestone payments upon regulatory approval of Uplizna® and $0.1 million in royalties owed on net sales of Uplizna® in the nine months ended September 30, 2020. There was no cost of product sold during the nine months ended September 30, 2019.

Research and Development Expenses. Research and development expenses were $78.1 million and $72.1 million for the nine months ended September 30, 2020 and 2019, respectively. The increase of $6.0 million was primarily driven by an increases of $8.8 million in personnel related costs due to an increase in headcount, and $17.0 million of direct program and external costs for payments to our research and development contractors driven primarily by manufacturing activities to support the BLA filing and approval process, and clinical trials for other potential indications for inebilizumab, as well as increased clinical material supplies for VIB4920, partially offset by regulatory milestone payments of approximately $19.8 million in September 2019, in connection with acceptance for review by the FDA of the Company's BLA for inebilizumab in patients with NMOSD in August 2019 .

General and Administrative Expenses. General and administrative expenses were $43.7 million and $24.6 million for the nine months ended September 30, 2020 and 2019, respectively. The increase of $19.1 million was due primarily to increases of $13.5 million in personnel related expenses, including stock-based compensation, due to an increase in headcount, and $5.3 million in insurance, facility related and other administrative expenses, and $0.4 million in professional services related to accounting services, corporate legal fees and patent legal fees.

Interest Income. Interest income was $2.9 million and $1.8 million for the nine months ended September 30, 2020 and 2019, respectively. The increase of $1.0 million was due primarily to higher cash and cash equivalents and marketable securities held during the nine months ended September 30, 2020 compared to the corresponding period in 2019.



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                        Liquidity and Capital Resources

Cash Flows

We have incurred net losses and negative cash flows from operations since our inception and anticipate we will continue to incur net losses for the foreseeable future. As of September 30, 2020, we had cash and cash equivalents of $111.6 million.



The following table sets forth a summary of the net cash flow activity for each
period presented:



                                                   Nine Months Ended
                                                     September 30,
                                                   2020          2019
                                                     (in thousands)
              Net cash provided by (used in):
              Operating activities              $  (97,654 )   $ (69,202 )
              Investing activities                (150,910 )     (67,912 )
              Financing activities                 159,362       165,963
              Net increase (decrease) in cash   $  (89,202 )   $  28,849




Operating Activities

Net cash used in operating activities was $97.7 million and $69.2 million for the nine months ended September 30, 2020 and 2019, respectively. The net cash used in operating activities for the nine months ended September 30, 2020 was primarily due to our net loss of $117.3 million, partially offset by non-cash charges of $10.4 million related to depreciation and amortization, stock-based compensation expense and net amortization of premiums on marketable securities, and cash provided by changes in our operating assets and liabilities of $9.2 million. The net cash used in operating activities for the nine months ended September 30, 2019 was primarily due to our net loss of $74.9 million, partially offset by non-cash charges of $2.3 million related to stock-based compensation expense and depreciation, and cash provided by changes in our operating assets and liabilities of $3.4 million.

Investing Activities

Net cash used in investing activities was $150.9 million for the nine months ended September 30, 2020. The net cash used in investing activities was primarily due to purchases of marketable securities of $266.5 million, sales and maturities of marketable securities of $136.0 million, purchase of intangible asset of $19.7 million as a result of milestone payments upon the regulatory approval of Uplizna® on June 11, 2020, and purchase of property and equipment of $0.7 million. The net cash used in investing activities for the nine months ended September 30, 2019 was $67.9 million primarily due to purchase of marketable securities of $67.4 million and purchases of property and equipment of $0.5 million.

Financing Activities

Net cash provided by financing activities was $159.4 million for the nine months ended September 30, 2020 primarily due to net proceeds received from issuance of 3,600,000 shares of common stock in the underwritten public offering of $158.4 million and proceeds from exercise of stock options of $1.0 million. Net cash provided by financing activities was $166.0 million for the nine months ended September 30, 2019 primarily due to proceeds from the issuance of series A-2 redeemable convertible preferred stock and series B redeemable convertible preferred stock of $167.0 million and proceeds from exercise of stock options of $1.3 million, partially offset by cash paid for deferred offering costs of $2.3 million in connection with the IPO.

Funding Requirements

We believe that our existing cash, cash equivalents and marketable securities will be sufficient to meet our anticipated cash requirements into 2023. However, our forecast of the period of time through which our financial resources will be adequate to support our operations is a forward-looking statement that involves risks and uncertainties, and actual results could vary materially. We have based this estimate on assumptions that may prove to be wrong, and we could deplete our capital resources sooner than we expect.



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Our future capital requirements will depend on many factors, including:



     • the revenue received from commercial sales of Uplizna® or any potential
       commercial sales of our product candidates, if approved, and product
       pricing, as well as product coverage and the adequacy of reimbursement of
       third-party payors, relating to Uplizna® or any such product, if approved;


     • the cost of commercialization activities for and manufacturing of Uplizna®
       and our product candidates if we receive marketing approval for any such
       product candidate, including marketing, sales and distribution costs;


     • the initiation, progress, timing, costs and results of drug discovery,
       pre-clinical studies and clinical trials of inebilizumab, VIB4920 and
       VIB7734 and any other future product candidates;


  • the number and characteristics of product candidates that we pursue;


  • the outcome, timing and costs of seeking regulatory approvals;


     • the cost of manufacturing VIB4920 and VIB7734 and future product candidates
       for clinical trials in preparation for marketing approval and in
       preparation for commercialization;


     • the costs of any third-party products used in our combination clinical
       trials that are not covered by such third party or other sources;


     • the costs associated with hiring additional personnel and consultants as
       our pre-clinical and clinical activities increase;


  • the emergence of competing therapies and other adverse market developments;


     • the ability to establish and maintain strategic licensing or other
       arrangements and the financial terms of such agreements;


     • the costs involved in preparing, filing, prosecuting, maintaining,
       expanding, defending and enforcing patent claims, including litigation
       costs and the outcome of such litigation;


  • the extent to which we in-license or acquire other products and technologies;


  • the costs of operating as a public company; and


     • the extent to which our business is adversely impacted by the effects of
       the novel coronavirus outbreak or by other health epidemics or pandemics.

Until such time, if ever, as we can generate substantial product revenues to support our capital requirements, we expect to finance our cash needs through a combination of public or private equity offerings, debt financings, collaborations and licensing arrangements or other capital sources. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interest of our stockholders will be or could be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of our common stockholders. Debt financing and 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 capital expenditures or declaring dividends. If we raise funds through collaborations, or other similar arrangements with third parties, we may need to relinquish valuable rights to our product candidates, future revenue streams, research programs or may have to grant licenses on terms that may not be favorable to us and/or may reduce the value of our common stock. If we are unable to raise additional funds through equity or debt financings as and when needed, we may be required to delay, limit, reduce or terminate our product development or future commercialization efforts or grant rights to develop and market our product candidates even if we would otherwise prefer to develop and market such product candidates ourselves.



                    Contractual Obligations and Commitments

The following table summarizes our contractual obligations at September 30,
2020.

                                                    Payments Due by Period
                                              Less than       1-3        3-5        More than
                                  Total        1 Year        Years      Years        5 Years
                                                        (in thousands)
   Operating lease obligations   $ 1,206     $       736     $  275     $  195     $         -
   Capital lease obligations       1,114             239        476        399               -
   Total                         $ 2,320     $       975     $  751     $  594     $         -

We enter into contracts in the normal course of business with CROs, clinical supply manufacturers and vendors for pre-clinical studies, research supplies and other services and products for operating purposes. These contracts



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generally provide for termination after a notice period, and, therefore, are cancelable contracts and not included in the table above.

We have also entered into license and collaboration agreements with third parties, which are in the normal course of business. We have not included future payments under these agreements in the table of contractual obligations above since obligations under these agreements are contingent upon future events such as our achievement of specified development, regulatory, and commercial milestones, or royalties on net product sales.

Critical Accounting Policies and Significant Judgments and Estimates

Our management's discussion and analysis of our financial condition and results of operations is based on our consolidated financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in our consolidated financial statements. On an ongoing basis, we evaluate our estimates and judgments, including those related to accrued expenses. We base our estimates on historical experience, known trends and events, and various other factors that we believe to be 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. Our actual results may differ from these estimates under different assumptions or conditions.

Except as described below with respect to revenue recognition for product revenue, accounts receivable and inventory, during the three months ended September 30, 2020, there have been no material changes to our critical accounting policies disclosed in our Annual Report for our fiscal year ended December 31, 2019.

Revenue Recognition for Contract with Customers

ASC 606 applies to all contracts with customers, except for contracts that are within the scope of other standards. Under ASC 606, an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 606, we perform the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation

Product Revenues, net

Our contracts with a specialty distributor, or SD, and a specialty pharmacy, or SP, which we refer to as our customers, are within the scope of ASC 606. Contractual performance obligations are limited to transfer of control of Uplizna® to the customer. We recognize product revenues, net of variable consideration related to certain allowances and accruals, in our consolidated financial statements upon transfer of control of Uplizna® to the customer. The transfer of control occurs at a point-in-time upon the customer's receipt of the product after considering when the customer obtains legal title to the product and the customer has accepted the product. At this point, customers can direct the use of and obtain substantially all of the remaining benefits of the product.

The customer is initially invoiced at the contractual list price for Uplizna®. Revenue is reduced from contractual list price at the time of recognition for expected chargebacks, rebates, discounts, and certain fees, which are referred to as GTN adjustments. These reductions are primarily attributed to government programs such as the Federal Supply Schedule, Tricare, Medicare, Medicaid and the 340B Drug Pricing Program containing various pricing implications such as mandatory discounts and pricing protection below the wholesaler list price. In addition, the reductions also include expected copay assistance for commercially insured patients, prompt-pay discounts and certain fees paid to the specialty distributor and specialty pharmacy based on contractually determined rates. The GTN adjustments are generally reflected as either a reduction to receivables (and settled through the issuance of credits), or, are reflected as a liability and settled through cash payments. We do not offer a general right of return and accordingly do not include product returns within the GTN adjustments.

Significant judgment is required in estimating GTN adjustments considering legal interpretations of applicable laws and regulations, current experience, current contract prices under applicable programs, unbilled claims, and processing time lags.

We also reduce product revenue for cash payments (e.g., distribution fees) made to entities within the distribution channel (including the customer) where we do not receive a distinct good or service in exchange for such payments. Shipping and handling activities represent fulfillment activities and we record such costs within cost of goods sold on the



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consolidated statements of operations and comprehensive loss. In addition, we have elected to exclude taxes collected from customers and remitted to governmental authorities from the measurement of the transaction price.



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We monitor the financial performance and creditworthiness of our customers so that we can properly assess and respond to changes in the customers' credit profiles. We provide reserves against trade receivables for estimated credit losses that may result from a customer's inability to pay. Amounts determined to be uncollectible are written-off against the established reserve.



                           Other Company Information

Growth Company Status

We are an emerging growth company as defined in the JOBS Act. Under the JOBS Act, companies have extended transition periods available for complying with new or revised accounting standards. We have elected this exemption to delay adopting new or revised accounting standards until such time as those standards apply to private companies.

In addition, we intend to rely on the other exemptions and reduced reporting requirements provided by the JOBS Act. Subject to certain conditions set forth in the JOBS Act, we are entitled to rely on certain exemptions as an emerging growth company, we are not required to, among other things, (i) provide an auditor's attestation report on our system of internal controls over financial reporting pursuant to Section 404(b), (ii) provide all of the compensation disclosure that may be required of non-emerging growth public companies under the Dodd-Frank Wall Street Reform and Consumer Protection Act, (iii) comply with any requirement that may be adopted by the Public Company Accounting Oversight Board regarding mandatory audit firm rotation or a supplement to the auditor's report providing additional information about the audit and the financial statements (auditor discussion and analysis), and (iv) disclose certain executive compensation-related items. These exemptions will apply for a period of five years following the completion of our IPO or until we no longer meet the requirements of being an emerging growth company, whichever is earlier. We expect that we will no longer be an emerging growth company on December 31, 2020.

Recently Issued and Adopted Accounting Pronouncements

A description of recently issued and adopted accounting pronouncements that may potentially impact our financial position and results of operations is disclosed in Note 2, "Summary of significant accounting policies".

Off-Balance Sheet Arrangements

During the periods presented we did not have, nor do we currently have, any off-balance sheet arrangements as defined under SEC rules.

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