tsvt-20220630
FALSE2022Q2000186078212/310.333300018607822022-01-012022-06-3000018607822022-08-04xbrli:shares00018607822022-06-30iso4217:USD00018607822021-12-31iso4217:USDxbrli:shares0001860782us-gaap:ServiceMember2022-04-012022-06-300001860782us-gaap:ServiceMember2021-04-012021-06-300001860782us-gaap:ServiceMember2022-01-012022-06-300001860782us-gaap:ServiceMember2021-01-012021-06-3000018607822022-04-012022-06-3000018607822021-04-012021-06-3000018607822021-01-012021-06-300001860782tsvt:RoyaltyAndOtherRevenueMember2022-04-012022-06-300001860782tsvt:RoyaltyAndOtherRevenueMember2021-04-012021-06-300001860782tsvt:RoyaltyAndOtherRevenueMember2022-01-012022-06-300001860782tsvt:RoyaltyAndOtherRevenueMember2021-01-012021-06-300001860782us-gaap:CommonStockMember2021-12-310001860782tsvt:NetParentInvestmentMember2021-12-310001860782us-gaap:AdditionalPaidInCapitalMember2021-12-310001860782us-gaap:AccumulatedOtherComprehensiveIncomeMember2021-12-310001860782us-gaap:RetainedEarningsMember2021-12-310001860782us-gaap:CommonStockMember2022-01-012022-03-310001860782us-gaap:AdditionalPaidInCapitalMember2022-01-012022-03-3100018607822022-01-012022-03-310001860782us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-01-012022-03-310001860782us-gaap:RetainedEarningsMember2022-01-012022-03-310001860782us-gaap:CommonStockMember2022-03-310001860782tsvt:NetParentInvestmentMember2022-03-310001860782us-gaap:AdditionalPaidInCapitalMember2022-03-310001860782us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-03-310001860782us-gaap:RetainedEarningsMember2022-03-3100018607822022-03-310001860782us-gaap:CommonStockMember2022-04-012022-06-300001860782us-gaap:AdditionalPaidInCapitalMember2022-04-012022-06-300001860782us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-04-012022-06-300001860782us-gaap:RetainedEarningsMember2022-04-012022-06-300001860782us-gaap:CommonStockMember2022-06-300001860782tsvt:NetParentInvestmentMember2022-06-300001860782us-gaap:AdditionalPaidInCapitalMember2022-06-300001860782us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-06-300001860782us-gaap:RetainedEarningsMember2022-06-300001860782us-gaap:CommonStockMember2020-12-310001860782tsvt:NetParentInvestmentMember2020-12-310001860782us-gaap:AdditionalPaidInCapitalMember2020-12-310001860782us-gaap:AccumulatedOtherComprehensiveIncomeMember2020-12-310001860782us-gaap:RetainedEarningsMember2020-12-3100018607822020-12-310001860782tsvt:NetParentInvestmentMember2021-01-012021-03-3100018607822021-01-012021-03-310001860782us-gaap:CommonStockMember2021-03-310001860782tsvt:NetParentInvestmentMember2021-03-310001860782us-gaap:AdditionalPaidInCapitalMember2021-03-310001860782us-gaap:AccumulatedOtherComprehensiveIncomeMember2021-03-310001860782us-gaap:RetainedEarningsMember2021-03-3100018607822021-03-310001860782tsvt:NetParentInvestmentMember2021-04-012021-06-300001860782us-gaap:CommonStockMember2021-06-300001860782tsvt:NetParentInvestmentMember2021-06-300001860782us-gaap:AdditionalPaidInCapitalMember2021-06-300001860782us-gaap:AccumulatedOtherComprehensiveIncomeMember2021-06-300001860782us-gaap:RetainedEarningsMember2021-06-3000018607822021-06-300001860782tsvt:A2seventyBioSecuritiesCorporationMember2022-06-30tsvt:employee00018607822021-09-30xbrli:pure0001860782us-gaap:USTreasuryAndGovernmentMember2022-06-300001860782us-gaap:CorporateBondSecuritiesMember2022-06-300001860782us-gaap:CommercialPaperMember2022-06-300001860782us-gaap:USTreasuryAndGovernmentMember2021-12-310001860782us-gaap:CorporateBondSecuritiesMember2021-12-310001860782us-gaap:CommercialPaperMember2021-12-310001860782us-gaap:FairValueMeasurementsRecurringMember2022-06-300001860782us-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMember2022-06-300001860782us-gaap:FairValueInputsLevel2Memberus-gaap:FairValueMeasurementsRecurringMember2022-06-300001860782us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2022-06-300001860782us-gaap:FairValueMeasurementsRecurringMemberus-gaap:USTreasuryAndGovernmentMember2022-06-300001860782us-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:USTreasuryAndGovernmentMember2022-06-300001860782us-gaap:FairValueInputsLevel2Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:USTreasuryAndGovernmentMember2022-06-300001860782us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Memberus-gaap:USTreasuryAndGovernmentMember2022-06-300001860782us-gaap:FairValueMeasurementsRecurringMemberus-gaap:CorporateBondSecuritiesMember2022-06-300001860782us-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:CorporateBondSecuritiesMember2022-06-300001860782us-gaap:FairValueInputsLevel2Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:CorporateBondSecuritiesMember2022-06-300001860782us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Memberus-gaap:CorporateBondSecuritiesMember2022-06-300001860782us-gaap:FairValueMeasurementsRecurringMemberus-gaap:CommercialPaperMember2022-06-300001860782us-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:CommercialPaperMember2022-06-300001860782us-gaap:FairValueInputsLevel2Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:CommercialPaperMember2022-06-300001860782us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Memberus-gaap:CommercialPaperMember2022-06-300001860782us-gaap:FairValueMeasurementsRecurringMember2021-12-310001860782us-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMember2021-12-310001860782us-gaap:FairValueInputsLevel2Memberus-gaap:FairValueMeasurementsRecurringMember2021-12-310001860782us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2021-12-310001860782us-gaap:FairValueMeasurementsRecurringMemberus-gaap:USTreasuryAndGovernmentMember2021-12-310001860782us-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:USTreasuryAndGovernmentMember2021-12-310001860782us-gaap:FairValueInputsLevel2Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:USTreasuryAndGovernmentMember2021-12-310001860782us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Memberus-gaap:USTreasuryAndGovernmentMember2021-12-310001860782us-gaap:FairValueMeasurementsRecurringMemberus-gaap:CorporateBondSecuritiesMember2021-12-310001860782us-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:CorporateBondSecuritiesMember2021-12-310001860782us-gaap:FairValueInputsLevel2Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:CorporateBondSecuritiesMember2021-12-310001860782us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Memberus-gaap:CorporateBondSecuritiesMember2021-12-310001860782us-gaap:FairValueMeasurementsRecurringMemberus-gaap:CommercialPaperMember2021-12-310001860782us-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:CommercialPaperMember2021-12-310001860782us-gaap:FairValueInputsLevel2Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:CommercialPaperMember2021-12-310001860782us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Memberus-gaap:CommercialPaperMember2021-12-310001860782tsvt:ContingentConsiderationObligationMemberus-gaap:FairValueInputsLevel3Member2021-12-310001860782tsvt:ContingentConsiderationObligationMemberus-gaap:FairValueInputsLevel3Member2022-01-012022-06-300001860782tsvt:ContingentConsiderationObligationMemberus-gaap:FairValueInputsLevel3Member2022-06-300001860782tsvt:LaboratoryEquipmentMember2022-06-300001860782tsvt:LaboratoryEquipmentMember2021-12-310001860782us-gaap:LeaseholdImprovementsMember2022-06-300001860782us-gaap:LeaseholdImprovementsMember2021-12-310001860782us-gaap:OfficeEquipmentMember2022-06-300001860782us-gaap:OfficeEquipmentMember2021-12-310001860782us-gaap:ConstructionInProgressMember2022-06-300001860782us-gaap:ConstructionInProgressMember2021-12-310001860782tsvt:ComputerEquipmentAndSoftwareMember2022-06-300001860782tsvt:ComputerEquipmentAndSoftwareMember2021-12-310001860782us-gaap:ConstructionInProgressMembertsvt:CambridgeMassachusettsMember2022-06-300001860782tsvt:PregenenMember2022-06-300001860782tsvt:ResilienceMember2021-07-012021-07-310001860782tsvt:ResilienceMember2022-06-300001860782srt:MaximumMembertsvt:ResilienceMember2021-07-012021-07-31tsvt:batch0001860782tsvt:BristolMyersSquibbMember2022-04-012022-06-300001860782tsvt:BristolMyersSquibbMember2022-01-012022-06-300001860782tsvt:BristolMyersSquibbMember2021-04-012021-06-300001860782tsvt:BristolMyersSquibbMember2021-01-012021-06-300001860782country:UStsvt:LicenseAndManufacturingServicesMembertsvt:BristolMyersSquibbMembertsvt:IdeCelResearchAndDevelopmentServicesMember2022-04-012022-06-300001860782country:UStsvt:LicenseAndManufacturingServicesMembertsvt:BristolMyersSquibbMembertsvt:IdeCelResearchAndDevelopmentServicesMember2021-04-012021-06-300001860782country:UStsvt:LicenseAndManufacturingServicesMembertsvt:BristolMyersSquibbMembertsvt:IdeCelResearchAndDevelopmentServicesMember2022-01-012022-06-300001860782country:UStsvt:LicenseAndManufacturingServicesMembertsvt:BristolMyersSquibbMembertsvt:IdeCelResearchAndDevelopmentServicesMember2021-01-012021-06-300001860782us-gaap:NonUsMembertsvt:IdeCelLicenseAndManufacturingServicesMembertsvt:LicenseAndManufacturingServicesMembertsvt:BristolMyersSquibbMember2022-04-012022-06-300001860782us-gaap:NonUsMembertsvt:IdeCelLicenseAndManufacturingServicesMembertsvt:LicenseAndManufacturingServicesMembertsvt:BristolMyersSquibbMember2021-04-012021-06-300001860782us-gaap:NonUsMembertsvt:IdeCelLicenseAndManufacturingServicesMembertsvt:LicenseAndManufacturingServicesMembertsvt:BristolMyersSquibbMember2022-01-012022-06-300001860782us-gaap:NonUsMembertsvt:IdeCelLicenseAndManufacturingServicesMembertsvt:LicenseAndManufacturingServicesMembertsvt:BristolMyersSquibbMember2021-01-012021-06-300001860782country:UStsvt:BB21217LicenseAgreementMembertsvt:BristolMyersSquibbMember2022-06-300001860782tsvt:BristolMyersSquibbMember2022-06-30tsvt:performance_obligation0001860782tsvt:BristolMyersSquibbMemberus-gaap:ResearchAndDevelopmentArrangementMember2020-06-300001860782tsvt:BristolMyersSquibbMembertsvt:PhaseIAdditionalObligationMember2020-06-300001860782tsvt:BbTwoOneTwoOneSevenLicenseAndManufacturingServicesMembertsvt:LicenseAndManufacturingServicesMembertsvt:BristolMyersSquibbMember2022-06-300001860782tsvt:BbTwoOneTwoOneSevenLicenseAndManufacturingServicesMembertsvt:LicenseAndManufacturingServicesMembertsvt:BristolMyersSquibbMember2021-12-310001860782tsvt:BristolMyersSquibbMember2021-12-310001860782tsvt:RegeneronPharmaceuticalsIncorporationMember2018-08-012018-08-31tsvt:target0001860782tsvt:RegeneronPharmaceuticalsIncorporationMembersrt:MaximumMember2018-08-240001860782us-gaap:CommonStockMembertsvt:SharePurchaseAgreementMembertsvt:BluebirdBioMembertsvt:RegeneronPharmaceuticalsIncorporationMember2018-08-242018-08-240001860782tsvt:SharePurchaseAgreementMembertsvt:BluebirdBioMembertsvt:RegeneronPharmaceuticalsIncorporationMember2018-08-240001860782tsvt:SharePurchaseAgreementMembertsvt:BluebirdBioMembertsvt:RegeneronPharmaceuticalsIncorporationMember2018-08-242018-08-2400018607822018-08-24tsvt:accounting_unit0001860782tsvt:RegeneronPharmaceuticalsIncorporationMemberus-gaap:ResearchAndDevelopmentArrangementMember2018-08-242018-08-240001860782tsvt:RegeneronPharmaceuticalsIncorporationMemberus-gaap:ResearchAndDevelopmentArrangementMember2018-08-240001860782tsvt:BluebirdBioMembertsvt:RegeneronPharmaceuticalsIncorporationMemberus-gaap:ResearchAndDevelopmentArrangementMember2018-08-240001860782tsvt:RegeneronPharmaceuticalsIncorporationMember2022-06-300001860782tsvt:RegeneronPharmaceuticalsIncorporationMember2021-12-310001860782tsvt:CollaborationArrangementMembertsvt:RegeneronPharmaceuticalsIncorporationMember2022-04-012022-06-300001860782tsvt:CollaborationArrangementMembertsvt:RegeneronPharmaceuticalsIncorporationMember2022-01-012022-06-300001860782tsvt:CollaborationArrangementMembertsvt:RegeneronPharmaceuticalsIncorporationMember2021-04-012021-06-300001860782tsvt:CollaborationArrangementMembertsvt:RegeneronPharmaceuticalsIncorporationMember2021-01-012021-06-300001860782tsvt:NovoCollaborationAndLicenseAgreementMembertsvt:NovoNordiskASMember2021-12-230001860782tsvt:NovoCollaborationAndLicenseAgreementMembertsvt:NovoNordiskASMembertsvt:ScientificMilestonesMember2021-12-230001860782tsvt:NovoCollaborationAndLicenseAgreementMembertsvt:NovoNordiskASMembertsvt:ExtensionOfResearchPlanWithoutAchievingScientificMilestonesMember2021-12-230001860782tsvt:NovoCollaborationAndLicenseAgreementMembertsvt:NovoNordiskASMembertsvt:LicenseAndManufacturingServicesMember2021-12-230001860782tsvt:NovoCollaborationAndLicenseAgreementMembertsvt:NovoNordiskASMembertsvt:DevelopmentAndCommercializationMilestonesMember2021-12-230001860782tsvt:NovoCollaborationAndLicenseAgreementMembertsvt:NovoNordiskASMember2022-06-300001860782tsvt:NovoCollaborationAndLicenseAgreementMembertsvt:NovoNordiskASMember2022-04-012022-06-300001860782tsvt:NovoCollaborationAndLicenseAgreementMembertsvt:NovoNordiskASMember2022-01-012022-06-300001860782tsvt:RoyaltyAndOtherRevenueMembertsvt:JunoTherapeuticsMember2021-01-012021-03-310001860782us-gaap:PrivatePlacementMember2022-03-012022-03-310001860782us-gaap:PrivatePlacementMember2022-03-310001860782tsvt:EmployeeAndNonEmployeeStockOptionMember2022-04-012022-06-300001860782tsvt:EmployeeAndNonEmployeeStockOptionMember2021-04-012021-06-300001860782tsvt:EmployeeAndNonEmployeeStockOptionMember2022-01-012022-06-300001860782tsvt:EmployeeAndNonEmployeeStockOptionMember2021-01-012021-06-300001860782us-gaap:RestrictedStockUnitsRSUMember2022-04-012022-06-300001860782us-gaap:RestrictedStockUnitsRSUMember2021-04-012021-06-300001860782us-gaap:RestrictedStockUnitsRSUMember2022-01-012022-06-300001860782us-gaap:RestrictedStockUnitsRSUMember2021-01-012021-06-300001860782us-gaap:EmployeeStockMember2022-04-012022-06-300001860782us-gaap:EmployeeStockMember2021-04-012021-06-300001860782us-gaap:EmployeeStockMember2022-01-012022-06-300001860782us-gaap:EmployeeStockMember2021-01-012021-06-300001860782us-gaap:ResearchAndDevelopmentExpenseMember2022-04-012022-06-300001860782us-gaap:ResearchAndDevelopmentExpenseMember2021-04-012021-06-300001860782us-gaap:ResearchAndDevelopmentExpenseMember2022-01-012022-06-300001860782us-gaap:ResearchAndDevelopmentExpenseMember2021-01-012021-06-300001860782us-gaap:SellingGeneralAndAdministrativeExpensesMember2022-04-012022-06-300001860782us-gaap:SellingGeneralAndAdministrativeExpensesMember2021-04-012021-06-300001860782us-gaap:SellingGeneralAndAdministrativeExpensesMember2022-01-012022-06-300001860782us-gaap:SellingGeneralAndAdministrativeExpensesMember2021-01-012021-06-300001860782tsvt:A2021EmployeeStockPurchasePlanMember2022-01-012022-06-300001860782tsvt:A2021EmployeeStockPurchasePlanMember2022-04-012022-06-300001860782srt:AffiliatedEntityMembertsvt:SeparationAgreementMember2022-04-012022-06-300001860782srt:AffiliatedEntityMembertsvt:SeparationAgreementMember2022-01-012022-06-3000018607822021-11-03tsvt:agreement0001860782srt:AffiliatedEntityMembertsvt:TransitionServicesAgreementMember2022-04-012022-06-300001860782srt:AffiliatedEntityMembertsvt:TransitionServicesAgreementMember2022-01-012022-06-300001860782srt:ScenarioForecastMembersrt:AffiliatedEntityMembertsvt:TransitionServicesAgreementMember2022-04-012022-12-310001860782srt:AffiliatedEntityMembertsvt:TransitionServicesAgreementMember2022-06-300001860782srt:AffiliatedEntityMembertsvt:ManagementCostsAndCorporateSupportServicesMember2021-04-012021-06-300001860782srt:AffiliatedEntityMembertsvt:ManagementCostsAndCorporateSupportServicesMember2021-01-012021-06-300001860782srt:AffiliatedEntityMembertsvt:ImputedChargeToAffiliateForLeasesMember2021-04-012021-06-300001860782srt:AffiliatedEntityMembertsvt:ImputedChargeToAffiliateForLeasesMember2021-01-012021-06-300001860782srt:AffiliatedEntityMembertsvt:ImputedChargeFromAffiliateForLeasesMember2021-04-012021-06-300001860782srt:AffiliatedEntityMembertsvt:ImputedChargeFromAffiliateForLeasesMember2021-01-012021-06-300001860782srt:AffiliatedEntityMembertsvt:ImputedChargeToAffiliateForPropertyPlantAndEquipmentMember2021-04-012021-06-300001860782srt:AffiliatedEntityMembertsvt:ImputedChargeToAffiliateForPropertyPlantAndEquipmentMember2021-01-012021-06-300001860782srt:AffiliatedEntityMembertsvt:ImputedChargeFromAffiliateForPropertyPlantAndEquipmentMember2021-04-012021-06-300001860782srt:AffiliatedEntityMembertsvt:ImputedChargeFromAffiliateForPropertyPlantAndEquipmentMember2021-01-012021-06-300001860782srt:AffiliatedEntityMembertsvt:ImputedChargeFromAffiliatesForPropertyPlantAndEquipmentMember2021-04-012021-06-300001860782srt:AffiliatedEntityMembertsvt:ImputedChargeFromAffiliatesForPropertyPlantAndEquipmentMember2021-01-012021-06-300001860782tsvt:OtherChargesToAndFromAffiliateMembersrt:AffiliatedEntityMember2021-04-012021-06-300001860782tsvt:OtherChargesToAndFromAffiliateMembersrt:AffiliatedEntityMember2021-01-012021-06-300001860782srt:AffiliatedEntityMember2021-04-012021-06-300001860782srt:AffiliatedEntityMember2021-01-012021-06-300001860782us-gaap:StockOptionMember2022-04-012022-06-300001860782us-gaap:StockOptionMember2022-01-012022-06-300001860782us-gaap:StockOptionMember2021-01-012021-06-300001860782us-gaap:StockOptionMember2021-04-012021-06-300001860782us-gaap:RestrictedStockUnitsRSUMember2022-01-012022-06-300001860782us-gaap:RestrictedStockUnitsRSUMember2022-04-012022-06-300001860782us-gaap:RestrictedStockUnitsRSUMember2021-01-012021-06-300001860782us-gaap:RestrictedStockUnitsRSUMember2021-04-012021-06-300001860782tsvt:EmployeeStockPurchasePlanAndOtherMember2022-01-012022-06-300001860782tsvt:EmployeeStockPurchasePlanAndOtherMember2022-04-012022-06-300001860782tsvt:EmployeeStockPurchasePlanAndOtherMember2021-01-012021-06-300001860782tsvt:EmployeeStockPurchasePlanAndOtherMember2021-04-012021-06-300001860782us-gaap:PrivatePlacementMembertsvt:PreFundedWarrantsMember2021-11-30

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2022                    
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from  _________ to ________
Commission file number 001-40791
2seventy bio, Inc.
(Exact name of registrant as specified in its charter)
Delaware
86-3658454
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
2seventy bio, Inc.
60 Binney Street
Suite 200
Cambridge, MA 2142
(339) 499-9300
Registrant's telephone number, including area code
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001 per shareTSVTThe Nasdaq Stock Market LLC
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).     Yes  ☒   No  ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer ☐
Accelerated filer ☐
Non-accelerated filer
Smaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).     Yes       No ☒

The registrant had outstanding 37,873,603 shares of common stock as of August 4, 2022.



TABLE OF CONTENTS
Page



CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q and other materials we have filed or will file with the SEC include, or will include, forward-looking statements. All statements in this Quarterly Report on Form 10-Q, in other materials we have filed or will file with the SEC and in related comments by our management, other than statements of historical facts, including statements about future events, future financial position, business strategy, budgets, projected costs, plans and objectives of management for future operations, are forward-looking statements that involve certain risks and uncertainties. Use of the words “may,” “will,” “would,” “could,” “should,” “believes,” “estimates,” “projects,” “potential,” “expects,” “plans,” “seeks,” “intends,” “evaluates,” “pursues,” “anticipates,” “continues,” “designs,” “impacts,” “affects,” “forecasts,” “target,” “outlook,” “initiative,” “objective,” “designed,” “priorities,” “goal” or the negative of those words or other similar expressions may identify forward-looking statements that represent our current judgment about possible future events, but the absence of these words does not necessarily mean that a statement is not forward-looking.
Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, our actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include regional, national or global political, economic, business, competitive, market and regulatory conditions and the following:
our business and operations following the separation from bluebird bio and any benefits or costs of the separation, including the tax treatment;
our post-separation relationships with bluebird bio, third parties, collaborators and our employees;
our ability to operate as a stand-alone company and execute our strategic priorities;
our ability to finance our operations and business initiatives and obtain funding for such activities;
the timing, investment and associated activities involved in developing, obtaining regulatory approval for, launching, and commercializing our product candidates;
our plans with respect to the development, manufacture or sale of our product candidates and the associated timing thereof, including the design and results of pre-clinical and clinical studies;
the safety profile and related adverse events of our product candidates;
the efficacy and perceived therapeutic benefits of our product candidates and the potential indications and market opportunities therefor;
U.S. and foreign regulatory requirements for our product candidates, including any post-approval development and regulatory requirements, and the ability of our product candidates to meet such requirements;
our ability to attract and retain key employees needed to execute our business plans and strategies and our expectations regarding our ability to manage the impact of any loss of key employees;
our ability to obtain and maintain intellectual property protection for our product candidates and the strength thereof;
our future financial performance, revenues, expense levels, payments, cash flows, profitability, tax obligations, capital raising and liquidity sources, real estate needs and concentration of voting control, as well as the timing and drivers thereof, and internal control over financial reporting;



our ability to compete with other companies that are or may be developing or selling products that are competitive with our product candidates;
the status of government regulation in the life sciences industry, particularly with respect to healthcare reform;
the potential benefits of strategic collaboration agreements;
potential indemnification liabilities 2seventy bio may owe to bluebird bio after the separation;
the tax treatment of the distribution and the limitations imposed on 2seventy bio under the tax matters agreement that 2seventy bio entered into with bluebird bio in connection with the separation and distribution; and
trends and challenges in our potential markets.
SeeRisk Factors” for a further description of these and other factors. Although we have attempted to identify important risk factors, there may be other risk factors not presently known to us or that we presently believe are not material that could cause actual results and developments to differ materially from those made in or suggested by the forward-looking statements contained in this Quarterly Report on Form 10-Q. If any of these risks materialize, or if any of the above assumptions underlying forward-looking statements prove incorrect, actual results and developments may differ materially from those made in or suggested by the forward-looking statements contained in this Quarterly Report on Form 10-Q. For the reasons described above, we caution you against relying on any forward-looking statements, which should also be read in conjunction with the other cautionary statements that are included elsewhere in this Quarterly Report on Form 10-Q. Any forward-looking statement made by us in this Quarterly Report on Form 10-Q speaks only as of the date thereof. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update or to revise any forward-looking statement, whether as a result of new information, future developments, or otherwise, except as may be required by law.



PART I. FINANCIAL INFORMATION

Item 1. Financial Information
2seventy bio, Inc.
Condensed Consolidated Balance Sheets
(unaudited)
(in thousands, except par value amounts)
As of June 30, 2022As of December 31, 2021
Assets
Current assets:
Cash and cash equivalents$269,868 $130,414 
Marketable securities88,059 134,643 
Prepaid expenses13,802 9,512 
Receivables and other current assets12,161 16,995 
Total current assets383,890 291,564 
Property, plant and equipment, net39,199 34,913 
Marketable securities40,639 97,124 
Intangible assets, net7,656 9,892 
Goodwill12,056 12,056 
Operating lease right-of-use assets264,940 275,534 
Restricted cash and other non-current assets39,026 38,592 
Total assets$787,406 $759,675 
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable$6,685 $6,024 
Accrued expenses and other current liabilities69,084 55,410 
Operating lease liability, current portion10,730 9,769 
Deferred revenue, current portion 5,000 
Collaboration research advancement, current portion12,515 22,185 
Total current liabilities99,014 98,388 
Deferred revenue, net of current portion40,762 25,762 
Collaboration research advancement, net of current portion284 1,135 
Operating lease liability, net of current portion265,912 272,446 
Other non-current liabilities2,450 2,122 
Total liabilities408,422 399,853 
Commitments and contingencies (Note 8)
Stockholders’ equity:
Preferred stock, $0.0001 par value; 10,000 shares authorized, 0 shares issued and outstanding at June 30, 2022 and December 31, 2021
  
Common stock, $0.0001 par value; 200,000 shares authorized, 37,634 and 23,585 shares issued and outstanding at June 30, 2022 and December 31, 2021, respectively
4 2 
Additional paid-in capital584,987 400,026 
Accumulated other comprehensive loss(3,382)(712)
Accumulated deficit(202,625)(39,494)
Total stockholders’ equity378,984 359,822 
Total liabilities and stockholders’ equity$787,406 $759,675 
See accompanying notes to unaudited condensed consolidated and combined financial statements.
1


2seventy bio, Inc.
Condensed Consolidated and Combined Statements of Operations and Comprehensive Loss
(unaudited)
(in thousands, except per share data)

For the three months ended June 30,For the six months ended June 30,
2022202120222021
Revenue:
Service revenue$5,666 $5,314 $9,721 $11,232 
Collaborative arrangement revenue7,035 1,671 10,522 3,190 
Royalty and other revenue781 343 1,668 4,807 
Total revenues13,482 7,328 21,911 19,229 
Operating expenses:
Research and development68,439 63,692 137,684 141,263 
Selling, general and administrative17,278 21,402 41,139 46,029 
Share of collaboration loss4,290 10,071 9,642 10,071 
Cost of royalty and other revenue364 87 875 1,791 
Change in fair value of contingent consideration83 47 131 416 
Total operating expenses90,454 95,299 189,471 199,570 
Loss from operations(76,972)(87,971)(167,560)(180,341)
Interest income, net213  328  
Other (loss) income, net(644)3,929 4,118 9,103 
Loss before income taxes(77,403)(84,042)(163,114)(171,238)
Income tax (expense) benefit(17) (17) 
Net loss$(77,420)$(84,042)$(163,131)$(171,238)
Net loss per share - basic and diluted$(2.02)$(3.60)$(5.00)$(7.33)
Weighted-average number of common shares used in computing net loss per share - basic and diluted38,38123,36932,59823,369
Other comprehensive loss:
Other comprehensive loss, net of tax benefit (expense) of $0.0 million and $0.0 million for the three and six months ended June 30, 2022 and 2021, respectively.
$(578)$ $(2,670)$ 
Total other comprehensive loss$(578)$ $(2,670)$ 
Comprehensive loss$(77,998)$(84,042)$(165,801)$(171,238)
See accompanying notes to unaudited condensed consolidated and combined financial statements.
2


2seventy bio, Inc.
Condensed Consolidated and Combined Statements of Stockholders’ Equity
(unaudited)
(in thousands)

Common stockNet parent investmentAdditional paid-in capitalAccumulated other comprehensive lossAccumulated deficitTotal stockholders’ equity
SharesAmount
Balances at December 31, 202123,585 $2 $ $400,026 $(712)$(39,494)$359,822 
Vesting of restricted stock units97 — — — — — — 
Exercise of stock options— — — 1 — — 1 
Issuance of common stock in private placement, net of issuance costs13,934 2 — 165,655 — — 165,657 
Stock-based compensation— — — 9,739 — — 9,739 
Other comprehensive loss— — — — (2,092)— (2,092)
Net loss— — — — — (85,711)(85,711)
Balances at March 31, 202237,616 $4 $ $575,421 $(2,804)$(125,205)$447,416 
Vesting of restricted stock units18 $— $— $— $— $— $— 
Exercise of stock options— — — 1 — — 1 
Additional issuance costs related to issuance of common stock in private placement— — — (124)— — (124)
Stock-based compensation— — — 9,689 — — 9,689 
Other comprehensive loss— — — — (578)— (578)
Net loss— — — — — (77,420)(77,420)
Balances at June 30, 202237,634 $4 $ $584,987 $(3,382)$(202,625)$378,984 
Common stockNet parent investmentAdditional paid-in capitalAccumulated other comprehensive lossAccumulated deficitTotal stockholders’ equity
SharesAmount
Balances at December 31, 2020 $ $74,629 $ $ $ $74,629 
Stock-based compensation - bluebird bio allocation— — 17,109 — — — 17,109 
Transfers from bluebird bio— — 71,101 — — — 71,101 
Net loss— — (87,196)— — — (87,196)
Balances at March 31, 2021 $ $75,643 $ $ $ $75,643 
Stock-based compensation - bluebird bio allocation— — 11,968 — — — 11,968 
Transfers from bluebird bio— — 45,120 — — — 45,120 
Net loss— — (84,042)— — — (84,042)
Balances at June 30, 2021 $ $48,689 $ $ $ $48,689 

See accompanying notes to unaudited condensed consolidated and combined financial statements.
3


2seventy bio, Inc.
Condensed Consolidated and Combined Statements of Cash Flows
(unaudited)
(in thousands)
For the six months ended June 30,
20222021
Cash flows from operating activities:
Net loss
$(163,131)$(171,238)
Adjustments to reconcile net loss to net cash used in operating activities:
Change in fair value of contingent consideration
131 416 
Depreciation and amortization
6,831 8,148 
Stock-based compensation expense
19,428 29,077 
Other non-cash items
1,307 322 
Changes in operating assets and liabilities:
Prepaid expenses and other assets
(364)8,822 
Operating lease right-of-use assets
10,594 7,367 
Accounts payable
1,113 7,157 
Accrued expenses and other liabilities
9,461 17,122 
Operating lease liabilities
(5,573)(9,428)
Deferred revenue
10,000 (820)
Collaboration research advancement
(10,522)(3,190)
Net cash used in operating activities
(120,725)(106,245)
Cash flows from investing activities:
Purchases of property, plant and equipment
(6,258)(7,976)
Purchases of marketable securities(22,450) 
Proceeds from maturities of marketable securities123,227  
Purchase of intangible assets (2,000)
Net cash provided by (used in) investing activities
94,519 (9,976)
Cash flows from financing activities:
Transfers from bluebird bio
 116,221 
Proceeds from issuance of common stock in private placement, net of issuance costs165,554  
Proceeds from exercise of stock options and ESPP contributions268  
Net cash provided by financing activities
165,822 116,221 
Increase in cash, cash equivalents and restricted cash
139,616  
Cash, cash equivalents and restricted cash at beginning of period
163,266  
Cash, cash equivalents and restricted cash at end of period
$302,882 $ 
Reconciliation of cash, cash equivalents, and restricted cash
Cash and cash equivalents$269,868 $ 
Restricted cash included in restricted cash and other non-current assets33,014  
Total cash, cash equivalents, and restricted cash$302,882 $ 
Supplemental cash flow disclosures:
Purchases of property, plant and equipment included in accounts payable and accrued expenses
$6,594 $1,345 
Private placement issuance costs included in accounts payable and accrued expenses$22 $ 
Purchase of intangible assets included in accounts payable and accrued expenses, net of reimbursement receivable of $6.5 million from collaboration partner
$ $6,500 
See accompanying notes to unaudited condensed consolidated and combined financial statements.
4


2seventy bio, Inc.
Notes to Condensed Consolidated and Combined Financial Statements
(unaudited)
1.    Description of the business
2seventy bio, Inc. (the “Company” or “2seventy bio”) was incorporated in Delaware on April 26, 2021 and is a cell and gene therapy company focused on the research, development, and commercialization of transformative treatments for cancer. The Company’s approach combines its expertise in T cell engineering technology and lentiviral vector gene delivery approaches, experience in research, development, and manufacturing of cell therapies and a suite of technologies that can be selectively deployed to develop highly innovative, targeted cellular therapies for patients with cancer. The Company is advancing multiple preclinical and clinical programs in oncology and, together with Bristol-Myers Squibb (“BMS”), delivering the first U.S. Food and Drug Administration (“FDA”)-approved CAR T therapy in multiple myeloma, ABECMA (idecabtagene vicleucel, or ide-cel), to patients in the United States. Please refer to Note 9, Collaborative arrangements and strategic partnerships for further discussion of the collaboration with BMS.
2seventy bio Securities Corporation is a wholly-owned subsidiary of the Company which was incorporated in Massachusetts on December 13, 2021 and was granted securities corporation status in Massachusetts for the 2021 tax year. 2seventy bio Securities Corporation has no employees.
The separation from bluebird bio, Inc.
In January 2021, bluebird bio, Inc. (“bluebird bio”) announced its plans to separate its oncology portfolio and programs from its severe genetic disease portfolio and programs, and spin off its oncology portfolio and programs into a separate, publicly traded company. In furtherance of this plan, on September 30, 2021, bluebird bio’s board of directors approved the distribution of all of the issued and outstanding shares of 2seventy bio common stock on the basis of one share of 2seventy bio common stock for every three shares of bluebird bio common stock issued and outstanding on October 19, 2021, the record date for the distribution. As a result of the distribution, which occurred on November 4, 2021, 2seventy bio became an independent, publicly traded company.
On November 3, 2021, the Company also entered into a separation agreement with bluebird bio, which is referred to in this quarterly report as the “Separation Agreement”, as well as various other agreements with bluebird bio, including a tax matters agreement, an employee matters agreement, an intellectual property license agreement, a transition services agreement under which 2seventy bio temporarily receives certain services from bluebird bio, and a second transition services agreement under which 2seventy bio temporarily provides certain services to bluebird bio. These agreements also govern certain of 2seventy bio’s relationships with bluebird bio after the separation. For additional information regarding the Separation Agreement and the other related agreements, refer to Note 13, Related-party transactions and the section captioned “Part III. Item 13. Certain Relationships and Related Transactions, and Director Independence,” included in our Annual Report on Form 10-K, which was filed with the SEC on March 22, 2022.
Going concern
In accordance with Accounting Standards Codification 205-40, Going Concern, the Company evaluated whether there are conditions and events, considered in the aggregate, that raise substantial doubt about its ability to continue as a going concern within one year after the date that the condensed consolidated and combined financial statements are issued. The Company has incurred losses and has experienced negative operating cash flows for all historical periods presented. During the six months ended June 30, 2022, the Company incurred a net loss of $163.1 million and used $120.7 million of cash in operations. The Company expects to continue to generate operating losses and negative operating cash flows for the next few years. The Company's continued operations are dependent on its ability to raise additional funding.
5


As of June 30, 2022, the Company had cash, cash equivalents, and marketable securities of $398.6 million. The Company expects that its cash, cash equivalents, and marketable securities will be sufficient to fund current planned operations for at least the next twelve months from the date of issuance of these financial statements. The Company intends to pursue additional cash resources through a combination of public or private equity offerings, debt financings, collaborations, strategic alliances or licensing arrangements with third parties. There can be no assurance that such financing will be available in sufficient amounts or on acceptable terms, if at all, and some could be dilutive to existing stockholders. If the Company is unable to obtain additional funding on a timely basis, it may be forced to significantly curtail, delay, or discontinue one or more of its planned research or development programs or be unable to expand its operations.
2.    Summary of significant accounting policies and basis of presentation
Significant accounting policies
The significant accounting policies used in preparation of these condensed consolidated and combined financial statements are consistent with those discussed in Note 2 to the consolidated and combined financial statements for the year ended December 31, 2021 included in the Company’s 2021 Annual Report on Form 10-K.
Basis of presentation
The Company did not operate as a separate, stand-alone entity prior to its separation from bluebird bio. Accordingly, the Company’s consolidated and combined statements of operations and comprehensive loss, stockholders’ equity and cash flows for the three and six months ended June 30, 2021, have been prepared on a carve out basis, derived from bluebird bio’s consolidated financial statements and accounting records.
The accompanying condensed consolidated and combined financial statements reflect the historical results of the operations, financial position and cash flows of the Company and have been prepared by the Company in accordance with accounting principles generally accepted in the United States (“GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as included in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASUs”) of the Financial Accounting Standards Board (“FASB”).
The historical results of operations and cash flows of 2seventy bio presented in these condensed consolidated and combined financial statements for periods prior to the separation may not be indicative of what they would have been had 2seventy bio operated as an independent, stand-alone entity for those periods. The historical results of operations, financial position and cash flows of 2seventy bio presented in these condensed consolidated and combined financial statements for periods subsequent to the separation are not necessarily indicative of 2seventy bio's future results of operations, financial position and cash flows.
In the opinion of management, the unaudited interim condensed consolidated and combined financial statements reflect all normal recurring adjustments considered necessary for a fair presentation of the Company’s financial position and the results of its operations for the interim periods presented.
Use of estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Actual results could materially differ from those estimates. Management considers many factors in selecting appropriate financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including: expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate
6


future outcomes and management must select an amount that falls within that range of reasonable estimates. This process may result in actual results differing materially from those estimated amounts used in the preparation of the financial statements.
Estimates and judgments are used in the following areas, among others: allocations of revenue, expenses, assets and liabilities from bluebird bio's historical consolidated financial statements to the Company for periods prior to the separation, future undiscounted cash flows and subsequent fair value estimates used to assess potential and measure any impairment of long-lived assets, including goodwill and intangible assets, the measurement of right-of-use assets and lease liabilities, contingent consideration, stock-based compensation expense, accrued expenses, income taxes, and the assessment of the Company's ability to fund its operations for at least the next twelve months from the date of issuance of these financial statements. In addition, estimates and judgments are used in the Company’s accounting for its revenue-generating arrangements, in particular as it relates to determining the stand-alone selling price of performance obligations, evaluating whether an option to acquire additional goods and services represents a material right, estimating the total transaction price, including estimating variable consideration and the probability of achieving future potential development and regulatory milestones, assessing the period of performance over which revenue may be recognized, and accounting for modifications to revenue-generating arrangements.

3.    Marketable securities
The following table summarizes the marketable securities held at June 30, 2022 and December 31, 2021 (in thousands):
Amortized
cost/ cost
Unrealized
gains
Unrealized
losses
Fair
Value
June 30, 2022
U.S. government agency securities and
   treasuries
$115,502 $ $(2,492)$113,010 
Corporate bonds13,294  (105)13,189 
Commercial paper2,499   2,499 
Total$131,295 $ $(2,597)$128,698 
December 31, 2021
U.S. government agency securities and
   treasuries
$128,899 $ $(507)$128,392 
Corporate bonds49,368  (58)49,310 
Commercial paper54,065   54,065 
Total$232,332 $ $(565)$231,767 
No available-for-sale debt securities held as of June 30, 2022 or December 31, 2021 had remaining maturities greater than five years.
Accrued interest receivable on the Company's available-for-sale debt securities totaled $0.2 million and $0.4 million as of June 30, 2022 and December 31, 2021, respectively. No accrued interest receivable was written off during the three and six months ended June 30, 2022 or 2021.
The Company determined that there was no material change in the credit risk of the above investments during the six months ended June 30, 2022. As such, an allowance for credit losses was not recognized. As of June 30, 2022, the Company does not intend to sell such securities and it is not more likely than not that the Company will be required to sell the securities before recovery of their amortized cost bases.
7


4.    Fair value measurements
The following table sets forth the Company’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2022 and December 31, 2021 (in thousands):
Total
Quoted prices in active markets
 (Level 1)
Significant other observable inputs
(Level 2)
Significant unobservable inputs
(Level 3)
June 30, 2022
Assets:
Cash and cash equivalents$269,868 $269,868 $ $ 
Marketable securities:
U.S. government agency securities and treasuries113,010  113,010  
Corporate bonds13,189  13,189  
Commercial paper2,499  2,499  
Total assets$398,566 $269,868 $128,698 $ 
Liabilities:
Contingent consideration$2,079 $ $ $2,079 
Total liabilities$2,079 $ $ $2,079 
December 31, 2021
Assets:
Cash and cash equivalents$130,414 $130,414 $ $ 
Marketable securities:
U.S. government agency securities and treasuries128,392  128,392  
Corporate bonds49,310  49,310  
Commercial paper54,065  54,065  
Total assets$362,181 $130,414 $231,767 $ 
Liabilities:
Contingent consideration$1,948 $ $ $1,948 
Total liabilities$1,948 $ $ $1,948 
Contingent consideration
In connection with bluebird bio's prior acquisition of Precision Genome Engineering, Inc. (“Pregenen”), the Company may be required to pay future consideration that is contingent upon the achievement of certain commercial milestone events. Contingent consideration is measured at fair value and is based on significant unobservable inputs, which represents a Level 3 measurement within the fair value hierarchy. The valuation of contingent consideration uses assumptions the Company believes would be made by a market participant. The Company assesses these estimates on an on-going basis as additional data impacting the assumptions is obtained. Future changes in the fair value of contingent consideration related to updated assumptions and estimates are recognized within the condensed consolidated and combined statements of operations and comprehensive loss. In the absence of new information related to the probability of milestone achievement, changes in fair value will reflect changing discount rates and the passage of time. Contingent consideration is included in other non-current liabilities on the condensed consolidated balance sheets.
8


The table below provides a roll-forward of fair value of the Company’s contingent consideration obligations that include Level 3 inputs (in thousands):
For the six months ended June 30, 2022
Beginning balance$1,948 
Additions 
Changes in fair value131 
Payments 
Ending balance$2,079 
Please refer to Note 8, Commitments and contingencies, for further information.

5.    Property, plant and equipment, net
Property, plant and equipment, net, consists of the following (in thousands):
As of June 30, 2022
As of December 31, 2021
Laboratory equipment$33,644 $31,710 
Leasehold improvements26,709 28,479 
Office equipment6,080 6,080 
Construction-in-progress10,636 3,462 
Computer equipment and software5,619 5,260 
Total property, plant and equipment82,688 74,991 
Less accumulated depreciation and amortization(43,489)(40,078)
Property, plant and equipment, net$39,199 $34,913 
Cambridge, Massachusetts drug product manufacturing facility
In February 2022, the Company began construction of a drug product manufacturing facility within its Cambridge, Massachusetts headquarters. The facility will enable rapid translational research in clinical trials and the manufacture of drug product for use in Phase 1 clinical development activities. Construction-in-progress as of June 30, 2022 includes $8.3 million related to the ongoing build-out of the facility.

9


6.    Accrued expenses and other current liabilities
Accrued expenses and other current liabilities consist of the following (in thousands):
As of June 30, 2022
As of December 31, 2021
Collaboration research costs$19,189 $2,576 
Employee compensation14,122 24,655 
Manufacturing costs13,851 5,459 
Property, plant and equipment6,502 2,241 
Royalties6,127 6,768 
Clinical and contract research organization costs3,600 3,229 
Professional fees620 1,688 
Separation related costs404 762 
Other4,669 8,032 
Accrued expenses and other current liabilities$69,084 $55,410 
7.    Leases
The Company leases certain office and laboratory space, primarily located in Cambridge, Massachusetts and Seattle, Washington, that was attributed to it in connection with the separation. There have been no material changes to the lease obligations from those disclosed in Note 7, Leases, to the consolidated and combined financial statements included in the Company's 2021 Annual Report on Form 10-K.

8.    Commitments and contingencies
Contingent consideration related to business combinations
On June 30, 2014, bluebird bio acquired Pregenen. All assets, liabilities and future obligations related to the Pregenen acquisition, including the resulting goodwill and contingent consideration, were assumed by the Company in connection with the separation. As of June 30, 2022, the Company may be required to make up to $99.9 million in contingent cash payments to the former equity holders of Pregenen upon the achievement of certain commercial milestones related to the Pregenen technology. In accordance with accounting guidance for business combinations, contingent consideration liabilities are required to be recognized on the condensed consolidated balance sheets at fair value. Estimating the fair value of contingent consideration requires the use of significant assumptions primarily relating to probabilities of successful achievement of certain clinical and commercial milestones, the expected timing in which these milestones will be achieved and discount rates. The use of different assumptions could result in materially different estimates of fair value.
Other funding commitments
Certain agreements that were assigned by bluebird bio to the Company in connection with the separation relate principally to licensed technology and may require future payments relating to milestones that may be met in subsequent periods or royalties on future sales of specified products. Additionally, to the extent an agreement relating to licensed technology was not assigned to the Company, bluebird bio entered into a sublicense with the Company, which may require the Company to make future milestone and/or royalty payments. Please refer to Note 9, Collaborative arrangements and strategic partnerships, for further information on the BMS, Regeneron
10


Pharmaceuticals, Inc. (“Regeneron”), and Novo Nordisk A/S (“Novo”) agreements and to Note 10, Royalty and other revenue, for further information on license agreements.
Based on the Company's development plans as of June 30, 2022, the Company may be obligated to make future development, regulatory and commercial milestone payments and royalty payments on future sales of specified products. Payments under these agreements generally become due and payable upon achievement of such milestones or sales. When the achievement of these milestones or sales has not occurred, such contingencies are not recorded in the Company’s financial statements. As further discussed in Note 9, Collaborative arrangements and strategic partnerships, BMS assumed responsibility for amounts due to licensors as a result of any future ex-U.S. sales of ABECMA.
In July 2021, bluebird bio and National Resilience, Inc. (“Resilience”) announced a strategic manufacturing collaboration aimed to accelerate the early research, development, and delivery of cell therapies. Agreements related to the collaboration were executed in September 2021. As part of the agreement, Resilience acquired bluebird bio's North Carolina manufacturing facility and retained all staff employed at the site. Concurrent with the sale of the manufacturing facility in Durham, North Carolina, bluebird bio entered into certain ancillary agreements, including two manufacturing agreements and a license agreement (the “Resilience License Agreement”), among others (together referred to as the “Ancillary Agreements”). One manufacturing agreement will support the future manufacturing of lentiviral vector for the commercial product marketed in collaboration with BMS, ABECMA (the “Commercial Supply Agreement”), while the other will support ongoing manufacturing for lentiviral vector for development candidates (the “Development Manufacturing Supply Agreement”). Certain rights and obligations under these agreements were assigned by bluebird bio to 2seventy bio on November 4, 2021 upon the separation of 2seventy bio from bluebird bio. The assignments under the asset purchase agreement and the development manufacturing supply agreement commit the Company to reimburse Resilience for an amount equal to 50% of the net operating losses of and relating to the manufacturing facility’s business incurred during the twelve-month period ending on the first anniversary of the closing of the transaction, as calculated in accordance with the asset purchase agreement, subject to a cap of $15.0 million. As of June 30, 2022, the Company has accrued $11.8 million related to the net operating losses of Resilience. In exchange, under the terms of the development manufacturing supply agreement, the Company will receive up to eight batches of lentiviral vector during the twelve-month period ending on the first anniversary of the closing of the transaction. The Company has therefore committed to a minimum purchase of at least the Company's 50% share of the net operating losses during the twelve-month period ending on the first anniversary of the closing of the transaction. The disposition of the net assets of the manufacturing facility previously assigned to 2seventy bio has been reflected as a transfer to bluebird bio via net parent investment as a result of bluebird bio’s sale of such facility. 2seventy bio is not a party to the sale of the manufacturing facility and, therefore, did not recognize any gain or loss arising from the transaction.
Additionally, 2seventy bio is party to various contracts with contract research organizations and contract manufacturers that generally provide for termination on notice, with the exact amounts in the event of termination to be based on the timing of the termination and the terms of the agreement. There have been no material changes in future minimum purchase commitments from those disclosed in Note 8, Commitments and Contingencies, to the consolidated and combined financial statements included in the Company's 2021 Annual Report on Form 10-K.
Litigation
From time to time, the Company expects to be party to various claims and complaints arising in the ordinary course of business. However, the Company is not currently a party to any litigation or legal proceedings that, in the opinion of its management, are probable of having a material adverse effect on its business. The Company enters into standard indemnification agreements in the ordinary course of business. Pursuant to these agreements, the Company indemnifies, holds harmless, and agrees to reimburse the indemnified party for losses suffered or incurred by the indemnified party, generally the Company’s business partners. In addition, pursuant to the Separation Agreement, the Company indemnifies, holds harmless, and agrees to reimburse bluebird bio for its indemnification obligations with respect to the Company’s business partners, relating to the Company’s business or arising out of the Company’s activities, in the past or to be conducted in the future. The term of these indemnification agreements is generally perpetual any time after execution of the agreement. The maximum potential amount of future payments
11


the Company could be required to make under these indemnification agreements is unlimited. Management does not believe that any ultimate liability resulting from any of these claims will have a material adverse effect on its results of operations, financial position, or liquidity. However, management cannot give any assurance regarding the ultimate outcome of any claims, and their resolution could be material to operating results for any particular period.
The Company indemnifies each of its directors and officers for certain events or occurrences, subject to certain limits, while the officer or director is or was serving at the Company’s request in such capacity, as permitted under Delaware law and in accordance with its certificate of incorporation and by-laws and indemnification agreements entered into with each of its directors and officers. The term of the indemnification period will last as long as a director or officer may be subject to any proceeding arising out of acts or omissions of such director or officer in such capacity. The maximum amount of potential future indemnification is unlimited; however, the Company holds director and officer liability insurance.

9.    Collaborative arrangements and strategic partnerships
To date, the Company’s service and collaborative arrangement revenue has been primarily generated from collaboration arrangements with BMS, Regeneron, and Novo, each as further described below. These agreements were assumed by the Company in connection with the separation.
Bristol-Myers Squibb
BMS Collaboration Agreement
In March 2013, bluebird bio entered into a collaboration agreement with BMS. The details of the collaboration agreements and the payments the Company has received, and is entitled to receive, are further described in Note 10, Collaborative arrangements and strategic partnerships, to the consolidated and combined financial statements included in the Company's 2021 Annual Report on Form 10-K. During the first half of 2022, there have been no changes to the terms of the collaboration agreement with BMS.
ABECMA
Under the collaboration agreement with BMS, the Company shares equally in the profit and loss related to the development and commercialization of ide-cel in the United States (marketed as ABECMA). The Company has no remaining financial rights with respect to the development or commercialization of ide-cel outside of the United States. The Company accounts for its collaborative arrangement efforts with BMS in the United States within the scope of ASC 808 given that both parties are active participants in the activities and both parties are exposed to significant risks and rewards dependent on the commercial success of the activities. The calculation of collaborative activity to be recognized for joint ABECMA efforts in the United States is performed on a quarterly basis and is independent of previous quarterly activity. This may result in fluctuations between revenue and expense recognition period over period, depending on the varying extent of effort performed by each party during the period. The Company recognizes revenue related to the combined unit of accounting for the ex-U.S. license and lentiviral vector manufacturing services under Topic 606.
Ide-cel U.S. Share of Collaboration Profit or Loss
The U.S. commercial and development activities under the Amended Ide-Cel CCPS are within the scope of ASC 808. On a quarterly basis, the Company determines its share of collaboration profit or loss for commercial activities (i.e., commercial sales of ABECMA by BMS). The Company’s share of any collaboration profit for commercial activities is recognized as collaborative arrangement revenue and its share of any collaboration loss for commercial activity is recognized as an operating expense and classified as share of collaboration loss on the Company's condensed consolidated and combined statement of operations and comprehensive loss.
12


The Company’s share of collaboration loss from commercial activities was $4.3 million and $9.6 million for the three and six months ended June 30, 2022, respectively. The Company’s share of collaboration loss from commercial activities was $10.1 million for the three and six months ended June 30, 2021. The amounts reported for these periods represent the Company’s share of BMS’ ABECMA product revenue, cost of goods sold, and selling costs, along with reimbursement by BMS of commercial costs incurred by the Company, and exclude expenses related to ongoing development, which are separately reflected in the condensed consolidated and combined statements of operations and comprehensive loss as described below.
The Company is also responsible for equally sharing in the ongoing ide-cel research and development activities being conducted by BMS in the United States as BMS continues conducting ongoing clinical studies to support the use of ABECMA in earlier lines of therapy. The net amount owed to BMS for research and development activities determined on a quarterly basis is classified as research and development expense on the condensed consolidated and combined statement of operations and comprehensive loss. If BMS is obligated to reimburse the Company because the Company’s research and development costs exceeds BMS’ research and development costs in a particular quarterly period, the net amount is recorded as collaborative arrangement revenue.
The following table summarizes the amounts associated with the research activities under the collaboration included in research and development expense or recognized as collaborative arrangement revenue for the three and six months ended June 30, 2022 and 2021 (in thousands):
For the three months ended June 30, For the six months ended June 30,
2022202120222021
Net expense (included as a component of research and development expense)
$(5,463)$(9,193)$(12,356)$(26,018)

Ide-cel ex-U.S. Service Revenue
The Company accounts for any ex-U.S. activities under the Amended Ide-cel CCPS pursuant to ASC 606. The following table summarizes the revenue recognized related to ide-cel ex-U.S. activities for the three and six months ended June 30, 2022 and 2021 (in thousands):
For the three months ended June 30,For the six months ended June 30,
2022202120222021
ASC 606 ide-cel license and manufacturing revenue - ex-U.S. (included as a component of service revenue)
$3,525 $4,280 $6,315 $9,384 

bb21217
In addition to the activities related to ide-cel, BMS previously exercised its option to obtain an exclusive worldwide license to develop and commercialize bb21217, the second product candidate under the collaboration arrangement with BMS which is further described in Note 10, Collaborative arrangements and strategic partnerships, to the consolidated and combined financial statements included in the Company's 2021 Annual Report on Form 10-K.
Under the collaboration arrangement with BMS, the Company had an option to co-develop and co-promote bb21217 within the United States. However, following completion of the CRB-402 clinical trial, in January 2022 the Company, along with BMS, evaluated its plans with respect to bb21217. Based in part on the strength of ABECMA clinical data and commercial sales to date, the Company and BMS elected to discontinue development of bb21217 and, as such, the Company did not exercise its option to co-develop and co-promote bb21217 within the United States. The Company is still eligible to receive U.S. milestones and royalties for U.S. sales of bb21217, if further
13


developed by BMS. Additionally, pursuant to the terms of the collaboration agreement, because it did not exercise its option to co-develop and co-promote bb21217, the Company received an additional fee in the amount of $10.0 million from BMS during the second quarter of 2022. Pursuant to the variable consideration allocation exception, the $10.0 million of consideration received was allocated to the combined performance obligation for the bb21217 license and vector manufacturing services through development, described further below. As the Company has not yet commenced manufacturing, the entire $10.0 million payment received is included within deferred revenue, net of current portion on the June 30, 2022 condensed consolidated balance sheet.
The transaction price associated with the collaboration arrangement consists of $31.0 million of upfront payments and option payments received from BMS, the $10.0 million bb21217 opt-out payment discussed above, and $1.8 million in variable consideration which represents reimbursement to be received from BMS for manufacturing vector and associated payloads through development which has not yet been received. The Company identified two performance obligations with respect to the arrangement with BMS. The initial performance obligation was for research and development services that were substantially completed in September 2019, associated with the initial phase 1 clinical trial of bb21217. The Company allocated $5.4 million of consideration to the research and development services performance obligation and fully recognized the consideration through September 2019. The other performance obligation relates to a combined performance obligation for the bb21217 license and vector manufacturing services through development, and the remaining $37.4 million in consideration was allocated to this combined performance obligation. The Company will satisfy this combined performance obligation as the bb21217 manufacturing services are performed. All of the remaining development, regulatory, and commercial milestones related to U.S. development, regulatory and commercialization activities are fully constrained and are therefore excluded from the transaction price.
As of June 30, 2022, the Company has not commenced manufacturing and the full amount of the allocated transaction price remains unsatisfied. The Company had $35.8 million and $25.8 million of deferred revenue as of June 30, 2022 and December 31, 2021, respectively, associated with the combined performance obligation consisting of the bb21217 license and manufacturing services. The Company expects to recognize the remaining $35.8 million as these services are performed or upon BMS’s formal notification to the Company that these services will no longer be required.
Contract assets and liabilities – ide-cel and bb21217
The Company receives payments from its collaborative partners based on billing schedules established in each contract. Up-front payments and fees are recorded as deferred revenue upon receipt or when due until such time as the Company satisfies its performance obligations under these arrangements. A contract asset is a conditional right to consideration in exchange for goods or services that the Company has transferred to a customer. Amounts are recorded as accounts receivable when the Company’s right to consideration is unconditional.
The following table presents changes in the balances of the Company’s BMS receivables and contract liabilities during the six months ended June 30, 2022 (in thousands):
Balance at December 31, 2021
AdditionsDeductions
Balance at
June 30, 2022
Receivables$652 $10,000 $(10,652)$ 
Contract liabilities:
Deferred revenue$25,762 $10,000 $ $35,762 
The decrease in the receivables balance for the six months ended June 30, 2022 is driven by amounts paid to the Company from BMS in the period under the settlement terms of the collaboration agreement. The increase in the deferred revenue balance for the six months ended June 30, 2022 is driven by the $10.0 million payment made to the Company by BMS upon the Company opting out of co-development and co-promotion of bb21217 in the United States.
14


Regeneron
Regeneron Collaboration Agreement
In August 2018, bluebird bio entered into a Collaboration Agreement (the “Regeneron Collaboration Agreement”) with Regeneron pursuant to which the parties will apply their respective technology platforms to the discovery, development, and commercialization of novel immune cell therapies for cancer. In August 2018, following the completion of required regulatory reviews, the Regeneron Collaboration Agreement became effective. As noted above, the agreement was assumed by the Company in connection with the separation. Under the terms of the agreement, the parties will leverage Regeneron’s proprietary platform technologies for the discovery and characterization of fully human antibodies, as well as T cell receptors directed against tumor-specific proteins and peptides and the Company will contribute its field-leading expertise in gene therapy.
In accordance with the Regeneron Collaboration Agreement, the parties jointly selected six initial targets and intend to equally share the costs of research up to the point of submitting an IND application for a potential gene therapy product directed to a particular target. Additional targets may be selected to add to or replace any of the initial targets during the five-year research collaboration term as agreed to by the parties.
Regeneron will accrue a certain number of option rights exercisable against targets as the parties reach certain milestones under the terms of the agreement. Upon the acceptance of an IND for the first product candidate directed to a target, Regeneron will have the right to exercise an option for co-development/co-commercialization of product candidates directed to such target on a worldwide or applicable opt-in territory basis, with certain exceptions. Where Regeneron chooses to opt-in, the parties will share equally in the costs of development and commercialization and will share equally in any profits or losses therefrom in applicable opt-in territories. Outside of the applicable opt-in territories, the target becomes a licensed target and Regeneron would be eligible to receive, with respect to any resulting product, milestone payments of up to $130.0 million per product and royalties on net sales outside of the applicable opt-in territories at a rate ranging from the mid-single digits to low-double digits. A target would also become a licensed target in the event Regeneron does not have an option to such target, or Regeneron does not exercise its option with respect to such target.
Either party may terminate a given research program directed to a particular target for convenience, and the other party may elect to continue such research program at its expense, receiving applicable cross-licenses. The terminating party will receive licensed product royalties and milestone payments on the potential applicable gene therapy products. Where the Company terminates a given research program for convenience, and Regeneron elects to continue such research program, the parties will enter into a transitional services agreement. Under certain conditions, following its opt-in, Regeneron may terminate a given collaboration program and the Company may elect to continue the development and commercialization of the applicable potential gene therapy products as licensed products.
Regeneron Share Purchase Agreement
A Share Purchase Agreement (“SPA”) was entered into by bluebird bio and Regeneron in August 2018. In August 2018, on the closing date of the transaction, bluebird bio issued Regeneron 0.4 million shares of bluebird bio’s common stock, subject to certain restrictions, for $238.10 per share, or $100.0 million in the aggregate. The purchase price represents $63.0 million worth of common stock plus a $37.0 million premium, which represents a collaboration research advancement, or credit to be applied to Regeneron’s initial 50 percent funding obligation for collaboration research, after which the collaborators will continue to fund ongoing research equally. The collaboration research advancement only applies to pre-IND research activities and is not refundable or creditable against post-IND research activities for any programs where Regeneron exercises its opt-in rights.
Accounting analysis – Regeneron
At the commencement of the arrangement, two units of accounting were identified, which are the issuance of 0.4 million shares of bluebird bio’s common stock and joint research activities during the five-year research
15


collaboration term. The Company determined the total transaction price to be $100.0 million, which comprises $54.5 million attributed to the bluebird bio equity sold to Regeneron and $45.5 million attributed to the joint research activities. In determining the fair value of the bluebird bio common stock at closing, the Company considered the closing price of the bluebird bio common stock on the closing date of the transaction and included a lack of marketability discount because Regeneron received shares subject to certain restrictions.
The Company analyzed the joint research activities to assess whether they fall within the scope of ASC 808, and will reassess this throughout the life of the arrangement based on changes in the roles and responsibilities of the parties. Based on the terms of the arrangement as outlined above, for the collaboration research performed prior to submission of an IND application for a potential gene therapy product, both parties are deemed to be active participants in the collaboration. Both parties are performing research and development activities and will share equally in these costs through IND submission. Additionally, Regeneron and the Company are exposed to significant risks and rewards dependent on the commercial success of any product candidates that may result from the collaboration. As such, the collaboration arrangement is deemed to be within the scope of ASC 808.
The $45.5 million attributed to the joint research activities includes the $37.0 million creditable against amounts owed to the Company by Regeneron. The collaboration research advancement will be reduced over time for amounts due to the Company by Regeneron as a result of the parties agreeing to share in the costs of collaboration research equally. The remainder of the amount attributed to the joint research activities will be recognized over the five-year research collaboration term.
Consistent with its collaboration accounting policy, the Company will recognize collaboration revenue or research and development expense related to the joint research activities in future periods depending on the amounts incurred by each party in a given reporting period. That is, if the Company’s research costs incurred exceed those research costs incurred by Regeneron in a given quarter, the Company will record collaboration revenue and reduce the original $37.0 million advance by the amount due from Regeneron until such advancement is fully utilized, after which the Company would record an amount due from Regeneron. If Regeneron’s research costs incurred exceed those research costs incurred by the Company in a given quarter, the Company will record research and development expense and record a liability for the amount due to Regeneron. As of June 30, 2022 and December 31, 2021, the Company has $12.8 million and $23.3 million, respectively, of the amount attributed to the joint research activities remaining to be recognized, which is classified as collaboration research advancement, current portion and collaboration research advancement, net of current portion on the condensed consolidated balance sheets.
The Company recognized $7.0 million and $10.5 million of collaborative arrangement revenue from the Regeneron Collaboration Agreement during the three and six months ended June 30, 2022, respectively. The Company recognized $1.7 million and $3.2 million of collaborative arrangement revenue from the Regeneron Collaboration Agreement during the three and six months ended June 30, 2021, respectively.
Novo Nordisk
Novo Collaboration and License Agreement
On December 23, 2021, the Company entered into a Collaboration and License Agreement (the “Novo Collaboration Agreement”) with Novo for the discovery, development, and commercialization of a potential new gene therapy in hemophilia A. The Company and Novo have agreed to develop an initial research program with the goal of researching and developing a lead candidate directed to hemophilia A. The Company will provide Novo with research licenses to support the companies’ activities during the initial research program and an option to enable Novo to obtain an exclusive license to commercialize the product derived from or containing compounds developed during the initial research program.
Under the terms of the Novo Collaboration Agreement, Novo agreed to pay the Company:
a non-refundable, non-creditable upfront payment of $5.0 million;
16


$15.0 million upon achievement of certain scientific milestones during the initial research program, or $9.0 million should Novo decide to continue the initial research program without achieving the scientific milestones;
up to $26.0 million of exclusive license fees for the development, manufacture, and commercialization of the product should Novo exercise its option; and,
up to $72.0 million in development and commercialization milestones.
Novo also agreed to reimburse the Company for research costs incurred in connection with the research program up to a mutually agreed upon amount, based on an updated budget of $13.2 million. If Novo exercises its option to obtain a license to commercialize the product developed during the initial research program, the Company is also eligible to receive mid-single digit royalties on product sales on a country-by-country and product-by-product basis, subject to certain royalty step-down provisions set forth in the agreement.
Accounting Analysis - Novo
The Company concluded that Novo is a customer, and as such, the arrangement falls within the scope of Topic 606. The Company identified two performance obligations consisting of (i) the research license and research and development services to be provided during the initial research program and (ii) a material right related to Novo’s option to obtain an exclusive license for the development, manufacture, and commercialization of the product developed during the initial research program. The Company determined that the research license and research and development services promises were not separately identifiable and were not distinct or distinct within the context of the contract due to the specialized nature of the services to be provided by 2seventy, specifically with respect to the Company’s expertise related to gene therapy and the interdependent relationship between the promises. The material right is considered a separate performance obligation pursuant to the provisions of Topic 606.
The Company has determined the updated unconstrained transaction price is $18.2 million, consisting of the $5.0 million in up-front consideration and $13.2 million in reimbursement for the research and development services. Variable consideration associated with the scientific milestones was fully constrained due to the uncertainty associated with the outcome of the research efforts under the initial research program. The Company allocated $13.2 million of the transaction price to the research services and $5.0 million to the material right using a relative selling price methodology. Management will continue to re-evaluate the transaction price at the end of each reporting period and as uncertain events are resolved or other changes in circumstances occur and adjust the transaction price as necessary.
Revenue associated with the research and development performance obligation will be recognized as services are provided and costs are incurred. The portion of the transaction price attributed to the material right will be deferred and recognized as revenue upon Novo exercising its option to license the product. For the three and six months ended June 30, 2022, $2.1 million and $3.4 million of revenue was recognized under this agreement, respectively.

10.    Royalty and other revenue
bluebird bio has out-licensed intellectual property to various third parties. Under the terms of these agreements, some of which were assumed by the Company in connection with the separation, bluebird bio and the Company may be entitled to royalties and milestone payments.
17


The Company recognized $0.8 million and $1.7 million of royalty and other revenue in the three and six months ended June 30, 2022, respectively. The Company recognized $0.3 million and $4.8 million of royalty and other revenue in the three and six months ended June 30, 2021, respectively.
Novartis Pharma AG
In April 2017, bluebird bio entered into a worldwide license agreement with Novartis. Under the terms of the agreement, Novartis non-exclusively licensed certain patent rights related to lentiviral vector technology to develop and commercialize CAR T cell therapies for oncology, including Kymriah (formerly known as CTL19), Novartis’s anti-CD19 CAR T therapy. The agreement was assumed by the Company in connection with the separation. Beginning in the fourth quarter of 2017, bluebird bio began receiving royalties from sales of tisagenlecleucel under the agreement. This license agreement was terminated effective March 2021, at which point in time Novartis was no longer required to make royalty or other payments on net sales of tisagenlecleucel or any future products. Royalty revenue recognized from sales of tisagenlecleucel is included within royalty and other revenue in the condensed consolidated and combined statement of operations and comprehensive loss.
Juno Therapeutics
In May 2020, bluebird bio entered into a non-exclusive license agreement with Juno Therapeutics, Inc. (“Juno”), a wholly-owned subsidiary of BMS, related to lentiviral vector technology to develop and commercialize CD-19-directed CAR T cell therapies. The agreement was assumed by the Company in connection with the separation. Upon regulatory approval of lisocabtagene maraleucel during the first quarter of 2021, bluebird bio received a $2.5 million milestone payment from Juno, which is included within royalty and other revenue in the Company’s condensed consolidated and combined financial statements. Royalty revenue recognized from sales of lisocabtagene maraleucel is also included within royalty and other revenue in the condensed consolidated and combined statement of operations and comprehensive loss.
Resilience
The Resilience License Agreement, entered into concurrently with the sale of bluebird bio’s North Carolina manufacturing facility, grants Resilience a worldwide, co-exclusive license to intellectual property controlled by the Company to perform Resilience’s obligations and exercise Resilience’s rights under the supply agreements, and a worldwide, nonexclusive right to offer certain manufacturing services to third-party customers under certain of the Company's intellectual property. Under the terms of the Resilience License Agreement, the Company may receive a high single-digit to low double-digit percentage tiered royalty based on Resilience’s gross margins for transactions entered into with parties other than the Company in which the Company's proprietary intellectual property is utilized as part of such transaction.
Future royalty payments under the Resilience License Agreement are considered part of the consideration associated with the disposition of the manufacturing facility. In accordance with ASC 450, the Company will recognize future royalties received under the Resilience License Agreement in the period the contingencies are resolved as an adjustment to the consideration received as other (loss) income, net in the condensed consolidated and combined statements of operations and comprehensive loss. As of June 30, 2022 the Company has not recognized any royalties from Resilience under the Resilience License Agreement.

11.    Equity
In March 2022, the Company entered into stock purchase agreements with certain investors, pursuant to which the Company agreed to sell and issue, in a private placement, an aggregate of 13,934,427 shares of the Company’s common stock at a purchase price per share of $12.20. This resulted in aggregate net proceeds to the Company of $165.5 million, after deducting placement agent fees and other offering expenses payable by the Company.

18


12.    Stock-based compensation
In connection with 2seventy’s separation from bluebird bio on November 4, 2021, under the provisions of the existing plans, the outstanding bluebird bio equity awards were adjusted in accordance with the terms of the employee matters agreement (equitable adjustment) to preserve the intrinsic value of the awards immediately before and after distribution. Refer to Note 13, Stock-based compensation, to the consolidated and combined financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2021 for details on the conversion methodology of the equity awards.
In October 2021, the Company’s board of directors adopted the 2021 Stock Option and Incentive Plan (“2021 Plan”) which allows for the granting of incentive stock options, non-qualified stock options, restricted stock units (“RSUs”), performance-based restricted stock units (“PRSUs”), and restricted stock awards to 2seventy bio’s employees, members of the board of directors, and consultants of 2seventy bio, including those who became employees of the Company in connection with the separation. Shares of the Company’s common stock underlie all awards granted under the 2021 Plan.
Stock-based compensation expense
For periods prior to the separation, stock-based compensation expense was allocated to the Company using a combination of specific identification and time spent on projects at various levels of the organization, which management believes are consistent and reasonable. Post separation, stock-based compensation expense includes compensation cost related to 2seventy equity awards held by its employees as well as bluebird bio equity awards issued upon separation to its employees.
Stock-based compensation expense recognized by award type was as follows (in thousands):
For the three months ended June 30,For the six months ended June 30,
2022202120222021
Stock options$4,654 $6,464 $9,058 $14,050 
Restricted stock units4,972 3,714 10,286 10,919 
Employee stock purchase plan and other63 1,790 84 4,108 
$9,689 $11,968 $19,428 $29,077 

Stock-based compensation expense by classification included within the condensed consolidated and combined statements of operations and comprehensive loss was as follows (in thousands):
For the three months ended June 30,For the six months ended June 30,
2022202120222021
Research and development$4,731 $7,475 $8,949 $16,906 
Selling, general and administrative4,958 4,493 10,479 12,171 
$9,689 $11,968 $19,428 $29,077 
Employee Stock Purchase Plan
During the three and six months ended June 30, 2022, no shares of common stock were issued under the Company’s 2021 Employee Stock Purchase Plan.

19


13.    Related-party transactions
Relationship with bluebird bio
Following the separation, bluebird bio is considered a related party.
In connection with the separation, the Company entered into the Separation Agreement with bluebird bio, dated as of November 3, 2021, that, among other things, set forth bluebird bio’s agreements with 2seventy bio regarding the principal actions to be taken in connection with the separation, including the distribution. The effective time of the distribution was 12:01 a.m. on November 4, 2021. The Separation Agreement identifies assets transferred to, liabilities assumed by and contracts assigned to 2seventy bio as part of the separation, and it provides for when and how these transfers, assumptions and assignments occur. The purpose of the Separation Agreement is to provide 2seventy bio and bluebird bio with assets to operate their respective businesses and retain or assume liabilities related to those assets. Each of 2seventy bio and bluebird bio agreed to releases, with respect to pre-separation claims, and cross indemnities with respect to post-separation claims, that are principally designed to place financial responsibility for the obligations and liabilities allocated to 2seventy bio under the Separation Agreement with 2seventy bio and financial responsibility for the obligations and liabilities allocated to bluebird bio under the Separation Agreement. bluebird bio and 2seventy bio are also each subject to mutual 12-month employee non-solicit and non-hire restrictions, subject to certain customary exceptions. In accordance with the Separation Agreement with bluebird bio, there were certain other transactions and adjustments post-Separation between the Company and bluebird bio. For the three and six months ended June 30, 2022, the Company recorded a net receivable to operating income of $0.2 million and $3.1 million related to the Separation Agreement, respectively.
The Company and bluebird bio also entered into a tax matters agreement, dated as of November 3, 2021, governing bluebird bio’s and 2seventy bio's respective rights, responsibilities and obligations with respect to taxes (including taxes arising in the ordinary course of business and taxes, if any, incurred as a result of any failure of the distribution and certain related transactions to qualify as tax-free for U.S. federal income tax purposes, tax attributes, the preparation and filing of tax returns, the control of audits and other tax proceedings, and assistance and cooperation in respect of tax matters).
In connection with the separation, the Company also entered into an employee matters agreement with bluebird bio, dated as of November 3, 2021. The employee matters agreement allocates assets, liabilities and responsibilities relating to the employment, compensation and employee benefits of bluebird bio and 2seventy bio employees, and other related matters, in connection with the separation, including the treatment of outstanding bluebird bio incentive equity awards and certain retirement and welfare benefit obligations. The employee matters agreement generally provides that, unless otherwise specified, 2seventy bio is responsible for liabilities associated with employees who transfer to 2seventy bio and employees whose employment terminated prior to the distribution but who primarily supported the 2seventy bio business, and bluebird bio is responsible for liabilities associated with other employees, including employees retained by bluebird bio. Included in the agreement are also specific clauses relating to liabilities assumed by bluebird bio for the costs incurred prior to the separation. For the three and six months ended June 30, 2022, the Company recorded a net charge to operating expense of $0.0 million and $0.2 million for costs stipulated by the employee matters agreement, respectively.
The Company and bluebird bio also entered into an intellectual property license agreement on November 3, 2021, pursuant to which each party granted a license to certain intellectual property and technology to the other. bluebird bio granted 2seventy bio a perpetual, worldwide, non-exclusive, royalty-free, fully paid-up license (or, as the case may be, sublicense) to certain intellectual property to allow 2seventy bio to use such intellectual property in connection with 2seventy bio's ongoing and future research and development activities and product candidates. 2seventy bio granted bluebird bio a perpetual, worldwide, non-exclusive, royalty-free, fully paid-up license (or, as the case may be, sublicense) to certain intellectual property for use in bluebird bio’s existing products and product candidates. Such licenses between the parties generally allow current or future uses of the intellectual property in connection with each party's respective fields. Charges associated to the intellectual property license agreement commenced in 2022. As part of this agreement, the Company directly contacts and coordinates with bluebird bio’s third party licensors to make direct payments to the third parties.
20


The Company and bluebird bio entered into two transition services agreements on November 3, 2021, pursuant to which bluebird bio will provide 2seventy bio with corporate and shared services and resources related to corporate functions such as finance, human resources, internal audit, research and development, financial reporting, and information technology, and to which 2seventy bio will provide certain services to bluebird bio, each for an initial term of two years, unless earlier terminated or extended according to the terms of the transition services agreement. For the three and six months ended June 30, 2022, the Company recorded $2.6 million and $6.2 million, respectively, in other (loss) income, net reflecting services provided to bluebird bio and $0.3 million and $0.9 million, respectively, of operating expenses reflecting services received from bluebird bio, for activities related to the transition services agreement.
Additionally, under the transition services agreements, 2seventy bio is subleasing 30% of its headquarters at 60 Binney Street in Cambridge, Massachusetts to bluebird bio through the first quarter of 2022. Beginning in the second quarter of 2022, this percentage will decrease to 23% for the remainder of the year. The Company recorded $1.2 million and $2.4 million in other (loss) income, net related to sublease income from bluebird under this arrangement during the three and six months ended June 30, 2022, respectively.
As of June 30, 2022, amounts due to bluebird bio under the above agreements were $0.4 million and are included in accrued expenses. As of June 30, 2022, amounts due from bluebird bio under the above agreements were $2.8 million and are included in receivables and other current assets.
Corporate allocations
Prior to the separation, the Company did not operate as a separate, stand-alone entity, but rather was managed and operated in the normal course of business under bluebird bio. Accordingly, certain shared costs have been allocated to the Company and reflected as expenses in the Company's stand-alone condensed consolidated and combined financial statements for periods prior to the separation as described. The expenses reflected in the consolidated and combined financial statements may not be indicative of expenses that will be incurred by the Company in the future.
For periods prior to the separation, the condensed consolidated and combined financial statements reflect allocations of certain expenses from bluebird bio, including, but not limited to, general corporate expenses, such as senior management, legal, human resources, accounting, other financial services (such as treasury, audit and purchasing), tax, information technology, and corporate employee benefits, incentives and stock-based compensation included within selling, general and administrative expense.
These expenses have been allocated to the Company based on direct usage or benefit where specifically identifiable, with the remainder allocated based on employee time spent on projects, square footage or other measures that management believes are consistent and reasonable. Allocations for management costs and corporate support services provided to the Company totaled $15.4 million and $35.3 million for the three and six months ended June 30, 2021.
The financial information in these condensed consolidated and combined financial statements for periods prior to the separation does not necessarily include all the expenses that would have been incurred by the Company had it been a separate, stand-alone entity. Actual costs that may have been incurred if the Company had been a stand-alone company would depend on a number of factors, including the chosen organization structure and functions outsourced or performed by employees. See Note 2, Summary of significant accounting policies and basis of presentation, to the consolidated and combined financial statements included in the Company’s 2021 Annual Report on 10-K for additional information on the preparation and basis of presentation of these condensed consolidated and combined financial statements, including the treatment of certain research and development costs not directly attributable to individual programs.
21


Usage of the Company's assets by bluebird bio and of bluebird bio's assets by the Company prior to separation
Certain assets have been reflected in these condensed consolidated and combined financial statements as the underlying assets were assumed by the Company; however, bluebird bio has historically utilized a portion of the underlying asset as part of its operations. Accordingly, the expense related to the underlying asset has been reflected in the 2021 condensed consolidated and combined financial statements. The Company has also recorded an imputed charge to bluebird bio to reflect the cost of bluebird bio's proportional usage. In addition, the Company has recorded as an expense an imputed charge to reflect the cost of the Company's proportional usage of certain underlying assets not reflected in the condensed consolidated and combined financial statements but for which the Company has historically utilized a portion of the underlying asset as part of its operations. The income and expense recognized by the Company resulting from these imputed charges is recorded as other (loss) income, net in the 2021 condensed consolidated and combined financial statements and was as follows (in thousands):
For the three months ended June 30,For the six months ended June 30,
20212021
Imputed charge to bluebird bio for leases$