Debt - Additional Information (Details)
|
|
|
|
|
|
1 Months Ended |
3 Months Ended |
8 Months Ended |
9 Months Ended |
12 Months Ended |
|
Nov. 02, 2020
USD ($)
$ / shares
shares
|
Sep. 08, 2020
USD ($)
Debtinstrument
$ / shares
shares
|
Apr. 30, 2020
USD ($)
|
Jan. 21, 2020
USD ($)
Debtinstrument
$ / shares
shares
|
Apr. 27, 2018
USD ($)
$ / shares
shares
|
Dec. 31, 2020
USD ($)
|
Nov. 30, 2020
USD ($)
|
Sep. 30, 2021
USD ($)
$ / shares
shares
|
Sep. 30, 2020
USD ($)
|
Sep. 30, 2021
USD ($)
$ / shares
shares
|
Sep. 30, 2021
USD ($)
$ / shares
shares
|
Sep. 30, 2020
USD ($)
|
Dec. 31, 2020
USD ($)
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Number of warrants to purchase ordinary shares | shares |
|
|
|
|
|
|
|
380,000
|
|
380,000
|
380,000
|
|
|
| Accretion of debt discounts and deferred financing costs |
|
|
|
|
|
|
|
|
|
|
$ 3,636,000
|
$ 7,818,000
|
|
| Debt instrument, outstanding principal |
|
|
|
|
|
|
|
$ 15,961,000
|
|
$ 15,961,000
|
$ 15,961,000
|
|
|
| Fair value of derivative liability |
|
|
|
$ 27,038,000
|
|
|
|
|
|
|
|
|
|
| Financing transaction costs |
|
|
|
|
|
|
|
|
$ 685,000
|
|
|
2,815,000
|
|
| Ordinary Shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Number of warrants to purchase ordinary shares | shares |
|
|
|
|
19,890
|
|
|
19,890
|
|
19,890
|
19,890
|
|
|
| Loan and Security Agreement | Silicon Valley Bank (SVB) |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Loan and security agreement entered date |
|
|
|
|
|
|
|
|
|
|
Apr. 27, 2018
|
|
|
| Funded amount under agreement |
|
|
|
|
$ 15,000,000
|
|
|
|
|
|
|
|
|
| Remaining borrowing facility available date |
|
|
|
|
Oct. 31, 2019
|
|
|
|
|
|
|
|
|
| Maximum amount available under agreement |
|
|
|
|
$ 30,000,000
|
|
|
|
|
|
|
|
|
| Non-utilization fee percentage of undrawn principal amount |
|
|
|
|
1.50%
|
|
|
|
|
|
|
|
|
| Frequency of amortization payments |
|
|
|
|
|
|
|
|
|
|
Monthly
|
|
|
| Date of first required payment of initial draw |
|
|
|
|
Nov. 01, 2019
|
|
|
|
|
|
|
|
|
| Minimum fixed interest rate per annum |
|
|
|
|
8.31%
|
|
|
|
|
|
|
|
|
| Final interest rate payment on outstanding principal |
|
|
|
|
4.20%
|
|
|
|
|
|
|
|
|
| Principal and interest payment, maturity date |
|
|
|
|
Mar. 01, 2022
|
|
|
|
|
|
|
|
|
| Final payment fee |
|
|
|
|
$ 630,000
|
|
|
|
|
|
|
|
|
| Prepayment fee in first year |
|
|
|
|
4.00%
|
|
|
|
|
|
|
|
|
| Prepayment fee in second year |
|
|
|
|
3.00%
|
|
|
|
|
|
|
|
|
| Prepayment fee thereafter |
|
|
|
|
2.00%
|
|
|
|
|
|
|
|
|
| Principal payment during the period |
|
|
|
|
|
|
|
|
|
|
$ 4,655,000
|
|
|
| Effective annual interest rate on outstanding debt |
|
|
|
|
|
|
|
12.51%
|
|
12.51%
|
12.51%
|
|
|
| Interest expense |
|
|
|
|
|
|
|
$ 116,000
|
315,000
|
|
$ 490,000
|
1,091,000
|
|
| Accretion of debt discounts and deferred financing costs |
|
|
|
|
|
|
|
$ 28,000
|
95,000
|
|
$ 130,000
|
324,000
|
|
| Loan and Security Agreement | Silicon Valley Bank (SVB) | Wall Street Journal Prime Rate |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basis spread on interest rate |
|
|
|
|
3.89%
|
|
|
|
|
|
|
|
|
| Loan and Security Agreement | Silicon Valley Bank (SVB) | Maximum |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Maximum amount available under second draw |
|
|
|
|
$ 15,000,000
|
|
|
|
|
|
|
|
|
| Silicon Valley Bank and Life Sciences Fund II LLC |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Percentage of purchase additional ordinary shares equal to term loan divided by applicable exercise price |
|
|
|
|
2.50%
|
|
|
|
|
|
|
|
|
| Silicon Valley Bank and Life Sciences Fund II LLC | Series B Convertible Preferred Shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Number of warrants to purchase ordinary shares | shares |
|
|
|
|
19,890
|
|
|
19,890
|
|
19,890
|
19,890
|
|
|
| Warrants to purchase ordinary shares, exercise price | $ / shares |
|
|
|
|
$ 18.85
|
|
|
$ 18.85
|
|
$ 18.85
|
$ 18.85
|
|
|
| 2025 Exchangeable Notes |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Interest expense |
|
|
|
|
|
|
|
$ 205,000
|
860,000
|
|
$ 873,000
|
2,339,000
|
|
| Accretion of debt discounts and deferred financing costs |
|
|
|
|
|
|
|
591,000
|
$ 2,062,000
|
|
2,302,000
|
$ 5,665,000
|
|
| Aggregate principal amount |
|
|
|
9,891,000
|
|
|
|
|
|
|
|
|
|
| Debt instrument, outstanding principal |
|
|
|
|
|
|
|
12,607,000
|
|
$ 12,607,000
|
$ 12,607,000
|
|
|
| Debt instrument, payment terms |
|
|
|
|
|
|
|
|
|
|
The Company will be required to pay the holder of the Exchangeable Notes the greater of three times the outstanding principal amount of such Exchangeable Note and the consideration that would be received by the holder of such Exchangeable Note in connection with such Fundamental Change if the holder had exchanged its note for ordinary shares immediately prior to the consummation of such Fundamental Change, plus any accrued and unpaid interest.
|
|
|
| Fair value of derivative liability |
|
|
|
27,038,000
|
|
|
|
|
|
|
|
|
|
| Fair value of derivative liability related to rights offering |
|
|
|
82,000
|
|
|
|
|
|
|
|
|
|
| Financing transaction costs |
|
|
|
|
|
|
|
|
|
|
|
|
$ 2,815,000
|
| Financing transaction costs, capitalized |
|
|
|
|
|
$ 2,814,000
|
|
|
|
|
|
|
$ 2,814,000
|
| 2025 Exchangeable Notes | Private Placement |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Aggregate principal amount |
|
$ 200,000
|
|
$ 51,600,000
|
|
|
|
|
|
|
|
|
|
| Debt instrument interest rate |
|
6.50%
|
|
6.50%
|
|
|
|
|
|
|
|
|
|
| Debt instrument price per unit |
|
$ 1,000
|
|
$ 1,000
|
|
|
|
|
|
|
|
|
|
| Aggregate principal amount |
|
|
|
|
|
|
|
39,200,000
|
|
$ 39,200,000
|
$ 39,200,000
|
|
|
| Notes exchanged for ordinary shares | shares |
|
|
|
|
|
|
|
|
|
53,888,331
|
|
|
|
| Debt instrument, outstanding principal |
|
|
|
|
|
|
|
12,600,000
|
|
$ 12,600,000
|
12,600,000
|
|
|
| RLNs | Private Placement |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Aggregate principal amount |
|
$ 20,000.00
|
|
$ 100,000
|
|
|
|
|
|
|
|
|
|
| Number of debt instruments within each notes | Debtinstrument |
|
50
|
|
50
|
|
|
|
|
|
|
|
|
|
| Securities | Private Placement |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Debt instrument price per unit |
|
$ 1,000
|
|
$ 1,000
|
|
|
|
|
|
|
|
|
|
| Debt instrument, shares embedded within each unit, shares | shares |
1,286.1845
|
1,000
|
|
1,000
|
|
|
|
|
|
|
|
|
|
| Debt instrument, shares embedded within each unit, value |
$ 1,000
|
$ 1,000
|
|
$ 1,000
|
|
|
|
|
|
|
|
|
|
| Debt instrument, shares embedded within each unit, exchange price | $ / shares |
$ 0.7775
|
$ 1.00
|
|
$ 1.00
|
|
|
|
|
|
|
|
|
|
| Paycheck Protection Program | Silicon Valley Bank (SVB) | Iterum Therapeutics US Limited |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Interest expense |
|
|
|
|
|
|
|
$ 1,000
|
|
|
$ 1,000
|
|
|
| Aggregate principal amount |
|
|
$ 744,000
|
|
|
|
|
|
|
|
|
|
|
| Debt instrument interest rate |
|
|
1.00%
|
|
|
|
|
|
|
|
|
|
|
| Debt instrument maturity period |
|
|
2 years
|
|
|
|
|
|
|
|
|
|
|
| Debt instrument, description |
|
|
Under the terms of the agreement, there shall be no payments due by the Company until the SBA remits the forgiveness amount to the Borrower or 10 months after the end of the six-month period beginning April 30, 2020 (the Deferral Period). Following the Deferral Period, equal monthly repayments of principal and interest will be due to fully amortize the principal amount outstanding on the PPP loan by the maturity date.
|
|
|
|
|
|
|
|
Under the terms of the agreement, there shall be no payments due by the Company until the SBA remits the forgiveness amount to the Borrower or until after the Deferral Period. Following the Deferral Period, equal monthly repayments of principal and interest will be due to fully amortize the principal amount outstanding on the PPP loan by the maturity date.
|
|
|
| Debt instrument, forgiveness loan |
|
|
|
|
|
|
$ 340,000
|
|
|
|
|
|
|
| Debt instrument, remaining amount amortized |
|
|
|
|
|
$ 404,000
|
|
|
|
|
|
|
|
| Debt Instrument, principal repayments |
|
|
|
|
|
|
|
|
|
|
$ 231,000
|
|
|