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UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section
13 or 15(d)
of the Securities Exchange
Act of 1934
Date of Report (Date
of earliest event reported): November 7, 2024
ARCTURUS THERAPEUTICS
HOLDINGS INC.
(Exact name of registrant
as specified in its charter)
| Delaware |
|
001-38942 |
|
32-0595345 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(I.R.S. Employer
Identification No.) |
10628 Science Center
Drive, Suite 250
San Diego, California 92121
(Address of principal
executive offices)
Registrant’s
telephone number, including area code: (858) 900-2660
Check the appropriate box below if the Form
8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section
12(b) of the Act:
| Title of each class |
|
Trading
Symbol(s) |
|
Name of each exchange
on which registered |
| Common stock, par value $0.001 per share |
|
ARCT |
|
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Item 2.02. Results of Operations and Financial Conditions.
On November 7, 2024, Arcturus Therapeutics
Holdings Inc. (the “Company” or “Arcturus”) issued a press release, a copy of which is furnished herewith as Exhibit
99.1, announcing the Company’s financial results for the quarter ended September 30, 2024 and providing a corporate update (the
“Press Release”).
The information contained in Item 2.02 of
this Current Report on Form 8-K, including the Press Release, shall not be deemed “filed” for the purposes of Section 18 of
the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section or Sections 11 and 12(a)(2) of
the Securities Act of 1933, as amended. In addition, this information shall not be deemed incorporated by reference into any of the Company’s
filings with the Securities and Exchange Commission (the “SEC”), except as shall be expressly set forth by specific reference
in any such filing.
Cautionary Note Regarding Forward-Looking
Statements
This Current Report on Form 8-K, and the Press
Release, contain forward-looking statements that involve substantial risks and uncertainties for purposes of the safe harbor provided
by the Private Securities Litigation Reform Act of 1995. Any statements, other than statements of historical fact included in this current
report, and the Press Release are forward-looking statements, including those regarding strategy, future operations, the likelihood of success and continued advancement
of the Company’s pipeline (including ARCT-032 and ARCT-810) and partnered programs (including the COVID-19 and flu programs partnered
with CSL Seqirus), the likelihood and extent of commercialization of KOSTAIVE and the timing thereof, the continued clinical development
of the rare disease programs, the interim Phase 2 proof-of-concept clinical data and the timing therefor, the likelihood and timing of
European Marketing Authorization application approval for KOSTAIVE and of a milestone payment from CSL related thereto, the planned transfer
of the CF manufacturing process to ARCALIS and timing thereof, the anticipated enrollment in the Phase 2 clinical program for ARCT-810,
the anticipated enrollment in the Phase 2 clinical program for ARCT-032, that preclinical or clinical data will be predictive of future
clinical results, the likelihood and timing of clinical study updates, the likelihood of and timing for approval of Meiji Seika Pharma’s
application to amend approval for KOSTAIVE to include domestic manufacturing sites in Japan, Meiji Seika Pharma’s plans to begin
selling Japan-produced KOSTAIVE and the timing thereof, the likelihood or timing of collection of accounts receivables including expected
future milestone and other payments from CSL, its current cash position and expected cash burn and runway, and the impact of general business
and economic conditions. Arcturus may not actually achieve the plans, carry out the intentions or meet the expectations or projections
disclosed in any forward-looking statements such as the foregoing and you should not place undue reliance on such forward-looking statements.
These statements are only current predictions or expectations, and are subject to known and unknown risks, uncertainties, and other factors
that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different
from those anticipated by the forward-looking statements, including those discussed under the heading "Risk Factors" in Arcturus’
most recent Annual Report on Form 10-K, and in subsequent filings with, or submissions to, the SEC, which are available on the SEC’s
website at www.sec.gov. Except as otherwise required by law, Arcturus disclaims any intention or obligation to update or revise any forward-looking
statements, which speak only as of the date they were made, whether as a result of new information, future events or circumstances or
otherwise.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
| |
Arcturus Therapeutics Holdings Inc. |
| Date: November 7, 2024 |
|
| |
|
|
| |
By: |
/s/ Joseph E. Payne |
| |
Name: |
Joseph E. Payne |
| |
Title: |
Chief Executive Officer |
Arcturus Therapeutics Announces Third Quarter
2024 Financial Update and Pipeline Progress
Cystic Fibrosis and OTC Deficiency Phase 2 studies
on track for POC data in first half of 2025
$25 Million commercial milestone achieved with
first sale of KOSTAIVE® in Japan
KOSTAIVE® European CHMP opinion expected
December
Positive results from multiple Phase 3 studies
support KOSTAIVE® U.S. BLA filing in H1 2025
Superior 12-month durability results from Phase
3 study of KOSTAIVE® published in The Lancet Infectious Diseases
Positive Phase 3 results showed KOSTAIVE®
XBB.1.5. met all four primary study objectives and key secondary objectives
Investor conference call at 4:30 p.m. ET today
SAN DIEGO--(BUSINESSWIRE)--November 7, 2024--
Arcturus Therapeutics Holdings Inc. (the “Company”, “Arcturus”, Nasdaq: ARCT), a commercial messenger RNA medicines
company focused on the development of infectious disease vaccines and opportunities within liver and respiratory rare diseases, today
announced its financial results for the third quarter ended September 30, 2024, and provided corporate updates.
“I am thrilled about the approval of KOSTAIVE®
for the COVID-19 JN.1 strain in Japan and for the continued success of the STARR® platform in multiple Phase 3 trials, underscoring
CSL and Arcturus’ commitment to deliver disruptive technologies for protection against respiratory viral diseases,” said Joseph
Payne, President & CEO of Arcturus Therapeutics. “I am pleased that both of our flagship mRNA therapeutic programs, ARCT-032
and ARCT-810, are on track for interim Phase 2 proof-of-concept clinical data in the first half of 2025. These studies allow us to evaluate
lung function improvement in individuals with cystic fibrosis, and meaningful biomarker changes in individuals with OTC deficiency.”
“I am happy to report our first commercial
milestone achieved from our CSL partnership for the first commercial sale of KOSTAIVE in Japan,” said Andy Sassine, Chief Financial
Officer of Arcturus. “We anticipate another milestone related to potential European approval in the first quarter of 2025. I am
also happy to announce that Arcturus is planning to transfer our cystic fibrosis manufacturing process technology to ARCALIS.”
Recent Corporate Highlights
| · | In September, Arcturus received clearance of an Investigational New Drug application from the U.S. Food
and Drug Administration (FDA), enabling the Company to initiate a Phase 2 multiple ascending dose study to evaluate the safety, tolerability
and efficacy of ARCT-032 in people with cystic fibrosis (CF). |
| o | The Phase 2 study is screening individuals with CF who do not qualify for, or benefit from, CFTR modulator
medicines due to dysfunctional or absent CFTR protein and/or drug intolerance. |
| o | The Company remains on track to share ARCT-032 Phase 2 proof-of-concept (POC) interim data in 1H25. |
| · | In August, the Company announced the expansion of the Phase 2 clinical program of ARCT-810, an mRNA therapeutic
to potentially treat ornithine transcarbamylase (OTC) deficiency, into the United States. |
| o | This open-label multiple-dose study (NCT06488313) evaluating pharmacodynamics and safety is currently
enrolling adults and adolescents requiring clinical management for OTC deficiency. |
| o | The placebo-controlled Phase 2 European study has completed the dosing phase (N = 8; 0.3 mg/kg) in OTC
deficient individuals. |
| o | The Company remains on track to share ARCT-810 Phase 2 POC interim data from both U.S. and European studies
in 1H25. |
| · | Meiji Seika Pharma, CSL’s exclusive partner in Japan, began KOSTAIVE commercial sales in September
2024. This event triggered a $25 million commercial milestone associated with the first sale of KOSTAIVE® in Japan. |
| · | In September, the Company, along with partners CSL and Meiji, announced new 12-month post vaccination
data for KOSTAIVE at OPTIONS XII for the Control of Influenza conference. |
| o | The results of a head-to-head study demonstrated that KOSTAIVE maintained superior immunogenicity compared
to the conventional mRNA vaccine COMIRNATY® for up to one year against Wuhan-Hu-1, Omicron BA.4/5 and certain other variants, and
at one-sixth the dose of the comparator (5 μg vs 30 μg, respectively). The results were published in The Lancet Infectious Disease. |
| o | Additional Phase 3 data presented by CSL, Meiji and Arcturus show that bivalent KOSTAIVE, ARCT-2301, induced
superior immunogenicity over conventional bivalent mRNA vaccine COMIRNATY® that persists against key variants up to six months post
vaccination. |
| · | Earlier this year, CSL Seqirus’s partner Meiji Seika Pharma announced that it submitted a partial
change application for an amendment to the manufacturing and marketing approval of KOSTAIVE® to include manufacturing sites in Japan,
including ARCALIS, Inc., Arcturus’ manufacturing joint venture in Japan. When approved, Meiji Seika Pharma will begin selling domestically
produced KOSTAIVE® this season. |
| · | The Company announced the results of a Phase 3 study which demonstrated the added value of an updated
COVID-19 vaccine (ARCT-2303) containing the Omicron XBB.1.5 variant. The study supports co-administration of KOSTAIVE with licensed influenza
vaccines. |
| o | ARCT-2303 demonstrated superior immune response versus ARCT-154 as measured by neutralizing antibodies
against Omicron XBB.1.5.6 in terms of GMT ratio and SCR difference. |
| o | Co-administration of ARCT-2303 and cell-based quadrivalent influenza vaccine (QIV; FLUCELVAX®, CSL)
showed noninferior immune response vs standalone QIV administration. |
| o | Co-administration of ARCT-2303 and QIV showed noninferior immune response vs standalone ARCT-2303 administration. |
| o | Co-administration of ARCT-2303 and adjuvanted QIV (FLUAD®, CSL) in older adults showed similar responses
vs standalone administration of ARCT-2303 and adjuvanted QIV. |
Financial Results for the three months ended September 30,
2024
Revenues in conjunction with strategic alliances and collaborations:
Arcturus’ primary revenue streams include license fees, consulting
and related technology transfer fees, reservation fees and collaborative payments received from research and development arrangements
with pharmaceutical and biotechnology partners. For the three months ended September 30, 2024, we reported revenue of $41.7 million, a
slight decrease of $3.5 million from the $45.2 million reported in the same period in 2023. The decline was mostly attributable to a lower
milestone achievement from the CSL agreement during the third quarter of 2024. This decrease was offset by revenue recognized from a supply
agreement related to the commercial production of KOSTAIVE® and an increase in revenue from the BARDA agreement during the three months
ended September 30, 2024.
Revenue decreased by $6.4 million during the nine months ended September
30, 2024, as compared to the same period in 2023. The decrease was due to lower CSL revenue resulting from the timing and value of milestone
achievements. This was offset by increased BARDA revenue due to progress of the pandemic flu program.
Operating expenses:
Total operating expenses for the three months ended September
30, 2024, were $52.4 million compared with $64.5 million for the three months ended September 30, 2023. Total
operating expenses for the nine months ended September 30, 2024, were $191.8 million compared with $195.9 million for
the nine months ended September 30, 2023.
Research and development expenses:
Research and development expenses consist primarily of external manufacturing
costs, in vivo research studies and clinical trials performed by contract research organizations, clinical and regulatory
consultants, personnel-related expenses, facility-related expenses and laboratory supplies related to conducting research and development
activities. Research and development expenses were $39.1 million for the three months ended September 30, 2024, compared
with $51.1 million for the three months ended September 30, 2023. Research and development expenses were $151.4 million for
the nine months ended September 30, 2024, compared with $155.5 million for the nine months ended September 30, 2023.
The decreases in research and development expenses were primarily driven by a decrease in manufacturing costs for the Covid program. The
decrease was partially offset by an increase in clinical trial costs for the Covid and Flu programs.
General and Administrative Expenses:
General and administrative expenses primarily consist of salaries and
related benefits for executive, administrative, legal and accounting functions and professional service fees for legal and accounting
services as well as other general and administrative expenses. General and administrative expenses were $13.3 million and $40.4
million for the three and nine months ended September 30, 2024, respectively, compared with $13.4 million and $40.4
million for the comparable periods in the prior year. These expenses remained relatively consistent between the two periods. The
Company expects that general and administrative expenses will remain relatively consistent over the next fiscal year with the current
pipeline.
Net Loss:
For the three months ended September 30, 2024, Arcturus reported
a net loss of approximately $6.9 million, or ($0.26) per diluted share, compared with a net loss of $16.2 million, or ($0.61)
per diluted share in the three months ended September 30, 2023. For the nine months ended September 30, 2024, Arcturus reported
a net loss of approximately $50.9 million, or ($1.89) per diluted share, compared with a net loss of $18.0 million, or ($0.68)
per diluted share in the nine months ended September 30, 2023.
Cash Position and Balance Sheet:
Cash, cash equivalents and restricted cash were $294.1 million as
of September 30, 2024, and $348.9 million on December 31, 2023. Arcturus achieved a total of approximately $462.1
million in upfront payments and milestones from CSL as of September 30, 2024, and expects to continue to receive future milestone
payments from CSL supporting the ongoing development of the COVID and flu programs and three additional vaccine programs by CSL. Based
on the current pipeline and programs, the cash runway is expected to extend through the first quarter of fiscal year 2027.
Earnings Call: Thursday, November 7, 2024 @
4:30 pm ET
| · | Domestic: 1-800-274-8461 |
| · | International: 1-203-518-9814 |
| · | Webcast: https://viavid.webcasts.com/starthere.jsp?ei=1690364&tp_key=aa4eb0ba02 |
About Arcturus
Founded in 2013 and based in San Diego, California,
Arcturus Therapeutics Holdings Inc. (Nasdaq: ARCT) is a commercial mRNA medicines and vaccines company with enabling technologies: (i)
LUNAR® lipid-mediated delivery, (ii) STARR® mRNA Technology (sa-mRNA) and (iii) mRNA drug substance along with drug product manufacturing
expertise. Arcturus developed KOSTAIVE®, the first self-amplifying messenger RNA (sa-mRNA) COVID vaccine in the world to be approved.
Arcturus has an ongoing global collaboration for innovative mRNA vaccines with CSL Seqirus, and a joint venture in Japan, ARCALIS, focused
on the manufacture of mRNA vaccines and therapeutics. Arcturus' pipeline includes RNA therapeutic candidates to potentially treat ornithine
transcarbamylase (OTC) deficiency and cystic fibrosis (CF), along with its partnered mRNA vaccine programs for SARS-CoV-2 (COVID-19) and
influenza. Arcturus' versatile RNA therapeutics platforms can be applied toward multiple types of nucleic acid medicines including messenger
RNA, small interfering RNA, circular RNA, antisense RNA, self-amplifying RNA, DNA, and gene editing therapeutics. Arcturus' technologies
are covered by its extensive patent portfolio (over 400 patents and patent applications in the U.S., Europe, Japan, China, and other countries).
For more information, visit www.ArcturusRx.com. In addition, please connect with us on Twitter and LinkedIn.
Forward-Looking Statements
This press release contains forward-looking statements
that involve substantial risks and uncertainties for purposes of the safe harbor provided by the Private Securities Litigation Reform
Act of 1995. Any statements, other than statements of historical fact included in this press release, are forward-looking statements,
including those regarding strategy, future operations, the likelihood of success and continued advancement of the Company’s pipeline
(including ARCT-032 and ARCT-810) and partnered programs (including the COVID-19 and flu programs partnered with CSL Seqirus), the likelihood
and extent of commercialization of KOSTAIVE and the timing thereof, the continued clinical development of the rare disease programs, the
interim Phase 2 proof-of-concept clinical data and the timing therefor, the likelihood and timing of European Marketing Authorization
application approval for KOSTAIVE and of a milestone payment from CSL related thereto, the planned transfer of the CF manufacturing process
to ARCALIS and timing thereof, the anticipated enrollment in the Phase 2 clinical program for ARCT-810, the anticipated enrollment in
the Phase 2 clinical program for ARCT-032, that preclinical or clinical data will be predictive of future clinical results, the likelihood
and timing of clinical study updates, the likelihood of and timing for approval of Meiji Seika Pharma’s application to amend approval
for KOSTAIVE to include domestic manufacturing sites in Japan, Meiji Seika Pharma’s plans to begin selling Japan-produced KOSTAIVE
and the timing thereof, the likelihood or timing of collection of accounts receivables including expected future milestone and other payments
from CSL, its current cash position and expected cash burn and runway, and the impact of general business and economic conditions. Arcturus
may not actually achieve the plans, carry out the intentions or meet the expectations or projections disclosed in any forward-looking
statements such as the foregoing and you should not place undue reliance on such forward-looking statements. These statements are only
current predictions or expectations, and are subject to known and unknown risks, uncertainties, and other factors that may cause our or
our industry’s actual results, levels of activity, performance or achievements to be materially different from those anticipated
by the forward-looking statements, including those discussed under the heading "Risk Factors" in Arcturus’ most recent
Annual Report on Form 10-K, and in subsequent filings with, or submissions to, the SEC, which are available on the SEC’s website
at www.sec.gov. Except as otherwise required by law, Arcturus disclaims any intention or obligation to update or revise any forward-looking
statements, which speak only as of the date they were made, whether as a result of new information, future events or circumstances or
otherwise.
Trademark Acknowledgements
The Arcturus logo and other trademarks of Arcturus
appearing in this announcement, including LUNAR® and STARR®, are the property of Arcturus. All other trademarks, services marks,
and trade names in this announcement are the property of their respective owners.
IR and Media Contacts
Arcturus Therapeutics
Neda Safarzadeh
VP, Head of IR/PR/Marketing
(858) 900-2682
IR@ArcturusRx.com
ARCTURUS THERAPEUTICS HOLDINGS INC. AND ITS
SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
| | |
September 30,
2024 | |
December 31,
2023 |
| (in thousands, except par value information) | |
| (unaudited) | | |
| | |
| Assets | |
| | | |
| | |
| Current assets: | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 237,178 | | |
$ | 292,005 | |
| Restricted cash | |
| 55,000 | | |
| 55,000 | |
| Accounts receivable | |
| 30,199 | | |
| 32,064 | |
| Prepaid expenses and other current assets | |
| 8,444 | | |
| 7,521 | |
| Total current assets | |
| 330,821 | | |
| 386,590 | |
| Property and equipment, net | |
| 10,350 | | |
| 12,427 | |
| Operating lease right-of-use assets, net | |
| 27,598 | | |
| 28,500 | |
| Non-current restricted cash | |
| 1,885 | | |
| 1,885 | |
| Total assets | |
$ | 370,654 | | |
$ | 429,402 | |
| Liabilities and stockholders’ equity | |
| | | |
| | |
| Current liabilities: | |
| | | |
| | |
| Accounts payable | |
$ | 10,131 | | |
$ | 5,279 | |
| Accrued liabilities | |
| 32,396 | | |
| 31,881 | |
| Deferred revenue | |
| 26,936 | | |
| 44,829 | |
| Total current liabilities | |
| 69,463 | | |
| 81,989 | |
| Deferred revenue, net of current portion | |
| 13,338 | | |
| 42,496 | |
| Operating lease liability, net of current portion | |
| 25,987 | | |
| 25,907 | |
| Other non-current liabilities | |
| — | | |
| 497 | |
| Total liabilities | |
| 108,788 | | |
| 150,889 | |
| Stockholders’ equity | |
| | | |
| | |
Common stock, $0.001 par value; 60,000 shares authorized; issued and
outstanding shares were 27,084 at September 30, 2024 and 26,828 at December 31, 2023 | |
| 27 | | |
| 27 | |
| Additional paid-in capital | |
| 680,641 | | |
| 646,352 | |
| Accumulated deficit | |
| (418,802 | ) | |
| (367,866 | ) |
| Total stockholders’ equity | |
| 261,866 | | |
| 278,513 | |
| Total liabilities and stockholders’ equity | |
$ | 370,654 | | |
$ | 429,402 | |
ARCTURUS THERAPEUTICS HOLDINGS INC. AND ITS
SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
AND COMPREHENSIVE LOSS
(unaudited)
| | |
Three Months Ended | |
Nine Months Ended |
| | |
September 30, | |
September 30, |
| (in thousands, except per share data) | |
2024 | |
2023 | |
2024 | |
2023 |
| Revenue: | |
| |
| |
| |
|
| Collaboration revenue | |
$ | 38,815 | | |
$ | 43,376 | | |
$ | 117,389 | | |
$ | 132,670 | |
| Grant revenue | |
| 2,858 | | |
| 1,764 | | |
| 12,155 | | |
| 3,274 | |
| Total revenue | |
| 41,673 | | |
| 45,140 | | |
| 129,544 | | |
| 135,944 | |
| Operating expenses: | |
| | | |
| | | |
| | | |
| | |
| Research and development, net | |
| 39,134 | | |
| 51,077 | | |
| 151,376 | | |
| 155,513 | |
| General and administrative | |
| 13,276 | | |
| 13,377 | | |
| 40,443 | | |
| 40,364 | |
| Total operating expenses | |
| 52,410 | | |
| 64,454 | | |
| 191,819 | | |
| 195,877 | |
| Loss from operations | |
| (10,737 | ) | |
| (19,314 | ) | |
| (62,275 | ) | |
| (59,933 | ) |
| (Loss) gain from foreign currency | |
| (201 | ) | |
| 4 | | |
| (642 | ) | |
| (175 | ) |
| Gain on debt extinguishment | |
| — | | |
| — | | |
| — | | |
| 33,953 | |
| Finance income, net | |
| 3,818 | | |
| 3,981 | | |
| 11,981 | | |
| 9,710 | |
| Net loss before income taxes | |
| (7,120 | ) | |
| (15,329 | ) | |
| (50,936 | ) | |
| (16,445 | ) |
| Provision for income taxes | |
| (217 | ) | |
| 893 | | |
| — | | |
| 1,573 | |
| Net loss | |
$ | (6,903 | ) | |
$ | (16,222 | ) | |
$ | (50,936 | ) | |
$ | (18,018 | ) |
| Net loss per share, basic and diluted | |
$ | (0.26 | ) | |
$ | (0.61 | ) | |
$ | (1.89 | ) | |
$ | (0.68 | ) |
| Weighted-average shares outstanding, basic and diluted | |
| 27,062 | | |
| 26,574 | | |
| 26,970 | | |
| 26,559 | |
| Comprehensive loss: | |
| | | |
| | | |
| | | |
| | |
| Net loss | |
$ | (6,903 | ) | |
$ | (16,222 | ) | |
$ | (50,936 | ) | |
$ | (18,018 | ) |
| Comprehensive loss | |
$ | (6,903 | ) | |
$ | (16,222 | ) | |
$ | (50,936 | ) | |
$ | (18,018 | ) |
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- DefinitionA unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityCentralIndexKey |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:centralIndexKeyItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionIndicate if registrant meets the emerging growth company criteria. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityEmergingGrowthCompany |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
| Name: |
dei_EntityFileNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:fileNumberItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
| Name: |
dei_EntityIncorporationStateCountryCode |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:edgarStateCountryItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityRegistrantName |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityTaxIdentificationNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:employerIdItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionLocal phone number for entity.
| Name: |
dei_LocalPhoneNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
| Name: |
dei_PreCommencementIssuerTenderOffer |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
| Name: |
dei_PreCommencementTenderOffer |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTitle of a 12(b) registered security. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
| Name: |
dei_Security12bTitle |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:securityTitleItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionName of the Exchange on which a security is registered. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
| Name: |
dei_SecurityExchangeName |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:edgarExchangeCodeItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14a
-Subsection 12
| Name: |
dei_SolicitingMaterial |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTrading symbol of an instrument as listed on an exchange.
| Name: |
dei_TradingSymbol |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:tradingSymbolItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
| Name: |
dei_WrittenCommunications |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
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