The following discussion and analysis of our financial condition and results of
operations should be read together with the unaudited condensed consolidated
financial statements and related notes included elsewhere in Item 1 of Part I of
this Quarterly Report on Form 10-Q and with the audited financial statements and
the related notes included in our Annual Report on Form 10-K for the fiscal year
ended December 31, 2019, as filed with the SEC, on March 10, 2020.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS



This Quarterly Report on Form 10-Q contains "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as amended, or the
Securities Act, and Section 21E of the Securities Exchange Act of 1934, as
amended, or the Exchange Act. Forward-looking statements include all statements
that are not historical facts and can be identified by terms such as
"anticipate," "believe," "continue," "could," "estimate," "expect," "intend,"
"may," "plan," "potential," "predict," "project," "seek," "should," "target,"
"will," "would," or similar expressions and the negatives of those terms. These
statements relate to future events or to our future operating or financial
performance and involve known and unknown risks, uncertainties and other factors
that may cause our actual results, performance or achievements to be materially
different from any future results, performances or achievements expressed or
implied by the forward-looking statements.



Forward-looking statements appearing in a number of places throughout this Quarterly Report on Form 10-Q include, but are not limited to, statements about the following, among other things:

• the initiation, timing, progress and results of preclinical and clinical

trials for B-VEC (previously "KB103"), KB105 and any other product

candidates, including statements regarding the timing of initiation and

completion of studies or trials and related preparatory work, the period


      during which the results of the trials will become available and our
      research and development programs;



• the impact that the COVID-19 pandemic and measures to prevent its spread

may have on our business operations, access to capital, research and

development activities, and preclinical and clinical trials for B-VEC,


      KB105 and any other product candidates;



• the timing, scope or results of regulatory filings and approvals, including


      timing of final US Food and Drug Administration ("FDA"), marketing and
      other regulatory approval of our product candidates;



• our ability to achieve certain accelerated or orphan drug designations from


      the FDA;




•     our estimates regarding the potential market opportunity for B-VEC, KB105

      and any other product candidates;



• our research and development programs for our product candidates;

• our plans and ability to successfully develop and commercialize our product


      candidates, including B-VEC, KB105 and our other product candidates;



• our ability to identify and develop new product candidates;

• our ability to identify, recruit and retain key personnel;

• our commercialization, marketing and manufacturing capabilities and strategy;

• the implementation of our business model, strategic plans for our business,


      product candidates and technology;



• the scalability and commercial viability of our proprietary manufacturing


      methods and processes;




•     the rate and degree of market acceptance and clinical utility of our
      product candidates and gene therapy, in general;




• our competitive position;




• our intellectual property position and our ability to protect and enforce


      our intellectual property;




                                       18

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• our financial performance;

• developments and projections relating to our competitors and our industry;

• our ability to establish and maintain collaborations or obtain additional


      funding;



• our estimates regarding expenses, future revenue, capital requirements and


      needs for or ability to obtain additional financing;




•     our ability to successfully resolve any intellectual property or other
      claims that may be brought against us;




•     any statements regarding compliance with the listing standards of The

      NASDAQ Capital Market;



• the impact of laws and regulations; and

• any statements regarding economic conditions, including statements related

to the economic fallout from the COVID-19 pandemic and the impact on our

business, or performance and any statement of assumptions underlying any of


      the foregoing.




Forward-looking statements are subject to a number of risks, uncertainties and
assumptions, including those described in "Risk Factors" below and in our Annual
Report on Form 10-K for the year ended December 31, 2019 and elsewhere in this
Form 10-Q and in other filings we make with the SEC from time to time. Moreover,
we operate in a very competitive and rapidly changing environment, and new risks
emerge from time to time. It is not possible for our management to predict all
risks, nor can we assess the impact of all factors on our business or the extent
to which any factor, or combination of factors, may cause actual results to
differ materially from those contained in any forward-looking statements we may
make. In light of these risks, uncertainties and assumptions, the
forward-looking events and circumstances discussed in this prospectus may not
occur and actual results could differ materially and adversely from those
anticipated or implied in the forward-looking statements. Given these
uncertainties, you should not place undue reliance on these forward-looking
statements. Also, forward-looking statements represent our management's beliefs
and assumptions only as of the date of this Quarterly Report. You should read
this Quarterly Report completely and with the understanding that our actual
future results may be materially different from what we expect.



Except as required by law, we assume no obligation to update these forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.





Throughout this Form 10-Q, unless the context requires otherwise, all references
to "Krystal," "the Company," we," "our," "us" or similar terms refer to Krystal
Biotech, Inc., together with its consolidated subsidiaries.

                                       19

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Overview



We are a clinical stage gene therapy company developing a new class of
transformative medicines to treat diseases caused by gene or protein dysfunction
or absence. Using our patented platform that is based on engineered HSV-1, we
create vectors that encode functional proteins. Our vector is designed to be
specifically and efficiently delivered to the target cell in an outpatient
setting, via topical or intradermal routes of administration, where the cell's
own machinery transcribes and translates the encoded protein, restoring or
augmenting protein function to treat or prevent disease.

Presently, we have two product candidates in the clinic to treat rare skin
diseases. We initiated a Phase 3 pivotal trial on our most advanced product
candidate, B-VEC, to treat dystrophic epidermolysis bullosa ("DEB") on July 28,
2020. Details of the pivotal study can be found at www.clinicaltrials.gov under
NCT identifier NCT04491604. Presently, we anticipate filing the Biologics
License Application ("BLA") for B-VEC in 2021. We initiated the Phase 2 portion
of our Phase 1/2 study on our second product candidate, KB105, to treat
autosomal recessive congenital ichthyosis ("ARCI") on August 4, 2020 following a
successful recent completion of a Phase 1 trial in adults. Details of the Phase
2 study can be found at www.clinicaltrials.gov under NCT identifier NCT04047732.
Nothing included on these websites shall be deemed incorporated by reference
into this Quarterly Report on Form 10-Q.

We are also applying our HSV-1 platform towards the development of therapies to
treat aesthetic skin conditions. We anticipate commencing a Phase 1 clinical
study on our third product candidate, KB301, to treat wrinkles and acne scars in
2H 2020.

Recognizing the breadth and potential transformative power of our HSV-1 vector
platform, we have expanded the scope of our product development beyond skin and
have begun preclinical efforts in pulmonary diseases. The large payload
capacity, robust tropism to epithelial cells (including human airway epithelia),
immune-evasive properties, and manufacturing scalability of our HSV-based vector
platform gives us an advantage over other viral vector therapies for pulmonary
indications. Our preclinical efforts to date have led to the development of a
novel candidate, KB407, for the treatment of Cystic Fibrosis ("CF"), which has
been shown to successfully transduce human CF patient-derived epithelial cells
and deliver functional cystic fibrosis transmembrane conductance regulator
("CFTR") in vitro in 2D and 3D organotypic systems, and is amendable to
non-invasive inhaled administration in vivo, as indicated by successful delivery
to the lungs through the use of a clinically relevant nebulizer in rodent
healthy and diseased small animal models. Based on feedback from regulatory
agencies, Investigational New Drug ("IND") enabling safety and efficacy studies,
including studies in non-human primates, are underway, and IND filing for KB407
is anticipated in 1H 2021. Additional pulmonary diseases are also being
evaluated.

We believe that gene therapy companies should control their manufacturing
destiny and that having in-house current good manufacturing practices ("cGMP")
facilities allow a gene therapy company to maintain better quality control,
shorter lead times, lower costs and better command over intellectual property.
Last year, we completed the construction of our own commercial scale
cGMP-compliant manufacturing facility, ANCORIS, to enhance supply chain control,
increase supply capacity for clinical trials and ensure commercial demand is met
in the event that B-VEC and our other product candidates receive marketing
approval. The clinical material for the pivotal trial has been produced at
ANCORIS and we expect to produce initial commercial launch material of B-VEC
will be produced at the same facility. Earlier this year, we announced the
ground-breaking of our second commercial gene therapy facility in the
Pittsburgh, Pennsylvania area. The ASTRA facility is being designed as a
state-of-the-art cGMP manufacturing facility that, beyond providing for
expansion of Krystal's current production platform, will allow the in-house
incorporation of raw material preparation, excipient manufacturing, testing,
packaging, labeling and distribution, fully-integrating all components of the
supply chain from starting materials to patient experience. We anticipate that
the ASTRA facility will initially be used as a commercial back-up facility for
B-VEC. Eventually, the ASTRA facility will be expanded to produce
investigational and commercial material for our pipeline products. We have
recently expanded our facility design to include additional production,
administrative and training space and expect the 150,000 square foot facility to
be completed and validated in 2022. We intend to use ASTRA and ANCORIS for
clinical and commercial production of our product candidates.

                                       20

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We have a rapidly expanding portfolio of issued patents in both the United
States and foreign jurisdictions and believe that the granting of these patents,
which are entirely owned by the Company, protects our core platform and products
based thereupon, affording us the freedom to use our patented platform for the
development of novel therapeutics for multiple indications. We continue
to advance our IP portfolio actively through the filing of new patent
applications, divisionals, and continuations relating to our technologies as we
deem appropriate. In addition to our patents, we rely on trade secrets and
know-how to develop and maintain our competitive position. However, trade
secrets can be difficult to protect. We seek to protect our proprietary
technology and processes, and obtain and maintain ownership of certain
technologies, in part, through confidentiality agreements and intellectual
property assignment agreements with our employees, consultants and commercial
partners. We also seek to preserve the integrity and confidentiality of our
data, trade secrets, and know-how, including by implementing measures intended
to maintain the physical and electronic security of our research and
manufacturing facilities, as well as our information technology systems.

Our desire is to bring transformative medicines, using our platform, to patients
suffering from debilitating diseases and conditions. A brief overview of our
pipeline follows below.

Pipeline

The following table summarizes information regarding our product candidates in various stages of clinical and preclinical development presently:



                               [[Image Removed]]



Product Indication Discovery Predlinical Phase I/II Phase Marketed B-VEC†¤•?‡§
Dystrophic EB KB105†¤•‡ TGM1-deficient ARCI KB301 Aesthetic Skin Conditions
KB104 Netherton Syndrome KB407 Cystic Fibrosis KB5XX Chronic Skin Diseases †:
FDA Orphan Drug Designation ¤: FDA Rare Pediatric Disease Designation •:
Fast-track Designation ?: FDA RMAT designation ‡: EMA Orphan Drug Designation §:
EMA PRIME Designation Today 12months



Beremagene Geperpavec ("B-VEC") for the treatment of Dystrophic Epidermolysis Bullosa



Our lead product candidate, B-VEC, is a topical gene therapy to treat DEB, a
rare and severe monogenic skin disease for which there is currently no approved
treatment. DEB affects the skin and mucosal tissues and is caused by one or more
mutations in a gene called COL7A1, which is responsible for the formation of the
protein type VII collagen, or COL7, that forms anchoring fibrils that bind the
dermis, or inner layer of the skin, to the epidermis, or outer layer of the
skin. In DEB patients, the genetic defect in COL7A1 results in loss or
malfunctioning of these anchoring fibrils, leading to extremely fragile skin
that blisters and tears from minor friction or trauma. Those who are born with
DEB are sometimes called "butterfly children," because their skin is likened to
be as fragile as the wings of a butterfly. DEB patients may suffer from open
wounds, skin infections, fusion of fingers and toes and gastrointestinal tract
problems throughout their lifetime, and may eventually develop squamous cell
carcinoma, a potentially fatal condition.

                                       21

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In July 2020, we announced initiation of our Phase 3 pivotal study known as
GEM-3. The trial is a randomized, double-blind, intra patient placebo-controlled
multicenter study designed to evaluate the efficacy and safety of B-VEC for
patients suffering from both recessive and dominant forms of DEB. The trial aims
to enroll approximately thirty (30) participants with DEB, aged 6 months or
older at time of consent. Investigator identified wound pairs, up to three in
each patient, are deemed the "primary" wounds. These primary wounds will be
treated once weekly for six months with either B-VEC or placebo, until wound
closure. If a wound were to re-open at any point during the study, weekly dosage
will resume until closure. The dose administered to each wound is dependent on
the size of the wound and ranges from 4x108 to 1.2x109 PFU per wound. A maximum
vector dose per patient per week has been defined on the basis of preclinical
and clinical safety data. In the event that the maximum dose per patient has not
been reached based on dosing of the primary wounds, the study investigators and
patients will have the opportunity to select additional "secondary" wounds
across which the remaining weekly dose may be applied.

The Primary Outcome Measure is complete wound healing determined by the
Investigator, as compared to baseline in B-VEC treated wounds versus placebo
treated wounds at Weeks 20, 22 and 24. Secondary endpoints to be evaluated in
the study include complete wound healing at Weeks 8, 10 and 12; the mean change
in pain severity (using either a VAS or FLACC-R Scale) per primary wound site
associated with wound dressing; the proportion of primary wound sites with ?75%
healing assessed via Canfield photography. Additional exploratory measures
include relative time to wound closure from baseline, duration of wound closure,
mean reduction in wound surface area in B-VEC treated versus placebo treated
wounds, mean change in Quality of Life in addition to Skindex score as compared
to baseline at Week 24. Throughout the study, participants will complete
questionnaires, have images captured of their study wounds, undergo physical
exams, have vital signs and safety labs monitored. Additional details on the
study protocol are available at www.clinicaltrials.gov under NCT identifier
NCT04491604. Nothing included on this website shall be deemed incorporated by
reference into this Quarterly Report on Form 10-Q. We anticipate having top-line
data from this trial, as well as filing of a BLA with the FDA in 2021. We are
aligned with the European Medicines Agency ("EMA") on a pivotal trial design and
we believe that data from GEM-3 will form the basis of a Marketing Authorisation
Application ("MAA") filing, shortly after the BLA.

In May of 2020, complete Phase 1/2 data from the GEM-1 and GEM-2 studies was
presented at the Society of Investigational Dermatology ("SID") meeting. The
Phase 1 portion of the trial commenced in May 2018 at Stanford University, and
we announced positive interim results from this clinical study on two patients
in October 2018. The Phase 2 portion of the trial commenced in December 2018 at
Stanford University, and we announced positive interim results from this
clinical study in June 2019.

The FDA and the EMA have each granted B-VEC orphan drug designation for the
treatment of DEB, and the FDA has granted B-VEC fast track designation and rare
pediatric designation for the treatment of DEB. In addition, in 2019, the FDA
granted Regenerative Medicine Advanced Therapy ("RMAT") to B-VEC for the
treatment of DEB and the EMA granted PRIority MEdicines, or PRIME, eligibility
for B-VEC to treat DEB. The PRIME designation is awarded by the EMA to promising
medicines that target an unmet medical need.

KB105 for the treatment of Autosomal Recessive Congenital Ichthyosis



Our second pipeline candidate, KB105, delivers functional human transglutaminase
1 ("TGM1"), genes using our gene therapy platform to patients with
TGM1-deficient ARCI. ARCI is a life-long, severe monogenic skin disease. While a
number of genetic mutations have been associated with the development of ARCI,
the most common cause of ARCI is an inactivating mutation in the TGM1 gene
encoding the enzyme transglutaminase-1, a protein that is essential for the
proper formation of the skin barrier. Mutations in the TGM1 gene, and the
subsequent disruption to the epidermal barrier, leads to pronounced dehydration
and trans-epidermal exposure to unwanted toxins and surface microorganisms,
greatly increasing the risk of infection and sepsis. Transglutaminase-1
deficiency is associated with increased mortality in the neonatal period and has
a dramatic impact on quality of life. There are currently no treatments
targeting molecular correction of this disease.

                                       22

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In August 2020, we initiated the second phase of our Phase 1/2 clinical trial of
KB105 to treat ARCI. In this second phase, we plan to enroll up to approximately
4 additional patients, including pediatric patients. Four rectangular 100cm2
(4-inch x 4-inch) areas of skin will be selected as Target Areas on each
subject. Two sites will receive an initial and a repeat dose of 4.0 x 109
PFU/Treated Area (TA) while the other two sites will receive 1.0 x 1010 PFU/ TA.
The primary objective of the study is to assess the improvement in localized
severity of disease through an Investigator's Global Assessment ("IGA") of
disease severity in the treatment area and TGM1 expression and activity and to
evaluate safety through the incidence of adverse events associated with KB105
post administration. Additional details on the study protocol are available at
www.clinicaltrials.gov under NCT identifier NCT04047732. Nothing on this website
shall be deemed incorporated into this Quarterly Report on Form 10-Q.

In May 2020, clinical data from the first phase of the Phase 1/2 study which
enrolled adult patients were presented at the SID meeting. Additional details on
the interim results are available at
http://ir.krystalbio.com/index.php/news-releases/news-release-details/krystal-biotech-announces-positive-interim-results-phase-12.
The study was initiated in September 2019. Nothing on this website shall be
deemed incorporated into this Quarterly Report on Form 10-Q.

KB301 for the treatment of aesthetic skin conditions



The skin is largely composed of collagen-rich connective tissue, with dermal
collagen, composed primarily of types 1 and 3 collagen fibrils, representing
>90% (dry weight) of human skin. The characteristics of skin aging are largely
due to aberrant collagen homeostasis, including reduced collagen biosynthesis,
increased collagen fibril fragmentation, and progressive loss of dermal collagen
culminating in a net collagen deficiency, resulting from both intrinsic (e.g.,
passage of time, genetics) and extrinsic (e.g., chronic light exposure,
pollution) pressures. The goal of skin biorejuvenation is, in part, to enhance
the synthesis of human dermal collagens (i.e., neocollagenesis), thereby
correcting the molecular defect underlying the aged phenotype. We believe that
our approach of directed expression of full-length human type 3 collagen via
intradermal application of KB301 provides a unique and straightforward approach
to restoring collagen homeostasis, and by extension, reconstructing an optimal
physiologic environment in the skin to treat wrinkles and other superficial skin
defects.

We anticipate commencing a Phase 1 clinical trial for the treatment of wrinkles and acne scars in 2H 2020.

KB104 for the treatment of Netherton Syndrome



KB104 is designed to deliver functional Serine Protease Inhibitor Kazal-type 5
("SPINK5"), genes using our gene therapy platform to patients suffering from
Netherton Syndrome, which is a debilitating monogenic autosomal recessive skin
disorder that causes defective keratinization, severe skin barrier defects, and
recurrent infections. Severe Netherton Syndrome symptoms in infants are
associated with failure to thrive, hypernatremic dehydration secondary to excess
fluid loss, delayed growth, short stature, and recurrent infections. Clinically,
Netherton Syndrome is characterized by congenital ichthyosiform erythroderma,
hair shaft defects, recurrent infections, and a defective skin barrier. A
predisposition to allergies, asthma, and eczema is also characteristic of
Netherton Syndrome. Ultimately, those afflicted by Netherton Syndrome often
experience chronic skin inflammation, severe dehydration, and stunted growth.

KB407 for the treatment of Cystic Fibrosis



We are developing KB407 as a non-invasive inhaled gene therapy product for the
treatment of CF and are currently in the preclinical phase with plans to file an
IND for KB407 in 2021.

CF, the most common inherited genetic disorder in the United States, is caused
by mutations in the gene encoding CFTR. Lack of functional CFTR in secretory
airway epithelia results in defective Cl-, bicarbonate, and thiocyanate
secretion, coupled with enhanced Na+ absorption and mucus production, leading to
dehydration and acidification of the airway surface liquid. CF is characterized
by recurrent chest infections, increased airway secretions, and eventually,
respiratory failure. While CF comprises a multiorgan pathology affecting the
upper and lower airways, gastrointestinal and reproductive tracts, and the
endocrine system, the primary cause of morbidity and mortality in CF is due to
progressive lung destruction. According to the US Cystic Fibrosis Foundation
("CFF"), the median age at death for patients with CF in the United States was
30.8 years in 2018. Currently approved CFTR modulating therapies are limited to
patients with specific genetic mutations and there is a significant unmet
medical need for patients with CF who have genetic mutations non-amenable to
currently approved CFTR small molecule "modulators". According to the CFF,
approximately 30,000 patients in the United States and more than 70,000 patients
worldwide are living with CF, and approximately 850 new cases of CF were
diagnosed in 2018.

                                       23

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Other

In December 2019, COVID-19 was first reported in Wuhan, China and in March 2020,
a global pandemic was declared by the World Health Organization. In an effort to
slow the spread of the virus, certain governments, including the Commonwealth of
Pennsylvania where the Company's primary offices, laboratory and manufacturing
spaces are located, enacted stay-at-home orders, and sweeping restrictions to
travel were initiated by corporations and governments. Although these
restrictions have been lifted in some areas, it is not known at this time
whether they will be reestablished or the extent to which the Company will be
impacted. The degree of COVID-19's effect on the Company's clinical, operational
and financial performance will depend on future developments, including
additional protective measures that may be implemented by governmental
authorities or the Company to protect its employees, or by investigators,
caregivers or patients to minimize exposure, all of which are uncertain and
difficult to predict. While to date the impact of COVID-19 on our business and
clinical trials has been minimal, we will continue to assess the potential
impact of the COVID-19 pandemic on our business and operations, including our
supply chain and preclinical and clinical trial activities.

On July 21, 2020, the Company announced the appointment of Whitney Ijem to the
newly created position of Senior Vice President, Strategy and Business
Development. Ms. Ijem joins Krystal from Guggenheim Securities, where she served
as Managing Director and Senior Biotechnology Analyst covering genetic medicine
and rare disease companies.

At June 30, 2020, our cash, cash equivalents and short-term investments balance
was approximately $297.2 million. Since operations began, we have incurred
operating losses. Our net losses were $6.8 million and $12.2 million for the
three and six months ended June 30, 2020 and $5.3 million and $9.5 million for
the three and six months ended June 31, 2019, respectively. At June 30, 2020, we
had an accumulated deficit of $51.2 million. We will need to generate
significant revenue to achieve profitability, and we may never generate revenue
or enough revenue to achieve profitability. We expect to incur significant
expenses and increasing operating losses for the foreseeable future. Our net
losses may fluctuate significantly from quarter to quarter and year to year. We
expect our costs will continue to increase significantly as a result of our
current and planned business activities, such as:

• conducting our Phase 3 clinical trial for B-VEC and our continued Phase 1/2 clinical trial for KB105;



• continued research and development-related activities for the advancement of
our pipeline product candidates into clinical development, such as KB104, KB301
and KB407;

• construction of our cGMP manufacturing facility, ASTRA, and related completion and validation costs;

• manufacturing of our clinical trial materials;

• pursuing regulatory approval for our product candidates;

• adding personnel to support our administrative, product development and commercialization efforts; and

• activities leading up to the commercial launch of B-VEC in multiple markets.



                                       24

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Costs related to clinical trials can be unpredictable and therefore there can be
no guarantee that we will have sufficient capital to fund our planned
preclinical studies for our pipeline product candidates, or our operations. Our
funds may not be sufficient to enable us to seek marketing approval for or to
commercially launch B-VEC, KB105 or any other product candidate. Accordingly, to
obtain marketing approval for and to commercialize this or any other product
candidates, we may be required to obtain further funding through public or
private equity offerings, debt financings, collaboration and licensing
arrangements or other sources. Adequate additional financing may not be
available to us on acceptable terms, if at all. Our failure to raise capital
when needed could have a negative effect on our financial condition and our
ability to pursue our planned business strategy.



Financial Overview

Revenue

We currently have no approved products for commercial marketing or sale and have
not generated any revenue from the sale of products or other sources to date. In
the future, we may generate revenue from product sales, royalties on product
sales, or license fees, milestones, or other upfront payments if we enter into
any collaborations or license agreements. We expect that our future revenue will
fluctuate from quarter to quarter for many reasons, including the uncertain
timing and amount of any such payments and sales.

Research and Development Expenses

Research and development expenses consist primarily of costs incurred to advance our preclinical and clinical candidates, which include:



       •  expenses incurred under agreements with contract manufacturing
          organizations, consultants and other vendors that conduct our
          preclinical activities;


       •  costs of acquiring, developing and manufacturing clinical trial
          materials and lab supplies;

• facility costs, depreciation and other expenses, which include direct

expenses for rent and maintenance of facilities and other supplies; and




  • payroll related expenses, including stock-based compensation expense.




We expense internal research and development costs to operations as incurred. We
expense third party costs for research and development activities, such as the
manufacturing of preclinical and clinical materials, based on an evaluation of
the progress to completion of specific tasks such as manufacturing of drug
substance, fill/finish and stability testing, which is provided to us by our
vendors.

We expect our research and development expenses will increase as we continue the
manufacturing of preclinical and clinical materials and manage the clinical
trials of, and seek regulatory approval for, our product candidates and expand
our product portfolio. In the near term, we expect that our research and
development expenses will increase as we begin our pivotal Phase 3 clinical
trial for B-VEC, conduct our ongoing Phase 1/2 clinical trial for KB105, and
incur preclinical expenses for our other product candidates. Due to the numerous
risks and uncertainties associated with product development, we cannot determine
with certainty the duration, costs and timing of our clinical trials, and, as a
result, the actual costs to complete our clinical trials may exceed the expected
costs.

General and Administrative Expenses

General and administrative expenses consist principally of professional fees associated with corporate and intellectual property-related legal expenses, consulting and accounting services, facility-related costs and expenses associated with obtaining and maintaining patents. Other general and administrative costs include stock-based compensation and travel expenses.



We anticipate that our general and administrative expenses will increase in the
future to support the continued research and development of our product
candidates and to operate as a public company. These increases will likely
include increased costs for insurance, costs related to the hiring of additional
personnel and payments to outside consultants, lawyers and accountants, among
other expenses. Additionally, if and when we believe a regulatory approval of
our first product candidate appears likely, we anticipate that we will increase
our salary and personnel costs and other expenses as a result of our preparation
for commercial operations.

                                       25

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Interest Income

Interest income consists primarily of income earned from our cash, cash equivalents and investments.

Critical Accounting Policies, Significant Judgments and Estimates



There have been no significant changes during the three and six months ended
June 30, 2020 to our critical accounting policies, significant judgments and
estimates as disclosed in our management's discussion and analysis of financial
condition and results of operations included in our Annual Report on Form 10-K
for the year ended December 31, 2019.

Results of Operations

Three Months Ended June 30, 2020 and 2019





                                         Three Months Ended June 30,
                                          2020                 2019           Change
    (In thousands)                               (unaudited)
    Expenses
    Research and development         $        3,639       $        4,216     $   (577 )
    General and administrative                3,315                1,674        1,641
    Total operating expenses                  6,954                5,890        1,064
    Loss from operations                     (6,954 )             (5,890 )     (1,064 )
    Other Income
    Interest and other income, net              121                  542         (421 )
    Net loss                         $       (6,833 )     $       (5,348 )   $ (1,485 )

Research and Development Expenses





Research and development expenses decreased $577 thousand in the three months
ended June 30, 2020 compared to the three months ended June 30, 2019. Lower
research and development expenses were due largely to a reduction in outsourcing
research and development activities of $981 thousand and lab supplies of $118
thousand offset by increases in payroll related expenses of $367 thousand which
is primarily driven by an increase in headcount to support overall growth and
includes a $56 thousand increase in stock-based compensation, and other research
and development expenses of $155 thousand.

General and Administrative Expenses



General and administrative expenses increased $1.6 million in the three months
ended June 30, 2020 as compared to the three months ended June 30, 2019. Higher
general and administrative spending was due largely to increases in payroll
related expenses of $955 thousand which is primarily driven by an increase in
headcount to support overall growth and includes a $426 thousand increase in
stock-based compensation, market research related expenses of $490 thousand and
other administrative expenses of $196 thousand.

Interest and Other Income

Interest and other income for the three months ended June 30, 2020 and 2019 was $121 thousand and $542 thousand, respectively and consisted of interest and dividend income earned from our cash, cash equivalents and investments.





                                       26

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Six Months Ended June 30, 2020 and 2019



                                          Six Months Ended June 30,
                                            2020               2019         Change
       (In thousands)                            (unaudited)
       Expenses
       Research and development         $       7,164       $    7,383     $   (219 )
       General and administrative               5,735            3,202     

2,533


       Total operating expenses                12,899           10,585      

2,314


       Loss from operations                   (12,899 )        (10,585 )    

(2,314 )

Other Income


       Interest and other income, net             725            1,126         (401 )
       Net loss                         $     (12,174 )     $   (9,459 )   $ (2,715 )

Research and Development Expenses





Research and development expenses decreased $219 thousand in the six months
ended June 30, 2020 compared to the six months ended June 30, 2019. Lower
research and development expenses were due largely to a reduction in the
outsourcing research and development activities of approximately $1.0 million
and lab supplies of $393 thousand offset by increases in payroll related
expenses of $840 thousand which is primarily driven by an increase in headcount
to support overall growth and includes a $128 thousand increase in stock-based
compensation, and other research and development expenses of $367 thousand.

General and Administrative Expenses



General and administrative expenses increased $2.5 million in the six months
ended June 30, 2020 as compared to the six months ended June 30, 2019. Higher
general and administrative spending was due largely to increases in payroll
related expenses of $1.5 million which is primarily driven by an increase in
headcount to support overall growth and includes a $580 thousand increase in
stock-based compensation, market research related expenses of $490 thousand, and
other administrative expenses of $548 thousand.

Interest and Other Income

Interest and other income for the six months ended June 30, 2020 and 2019 was $725 thousand and $1.1 million, respectively and consisted of interest and dividend income earned from our cash, cash equivalents and investments.





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Liquidity and Capital Resources

Overview



As of June 30, 2020, the Company had an accumulated deficit of $51.2 million.
With the net proceeds raised from its public and private securities offerings,
including the public offering completed in May 2020, the Company believes that
its cash, cash equivalents and short-term investments of approximately $297.2
million as of June 30, 2020 will be sufficient to allow the Company to fund its
operations for at least 12 months from the filing date of this Form 10-Q. As the
Company continues to incur losses, a transition to profitability is dependent
upon the successful development, approval and commercialization of its product
candidates and the achievement of a level of revenues adequate to support the
Company's cost structure. The Company may never achieve profitability, and
unless and until it does, the Company will continue to need to raise additional
capital. Management intends to fund future operations through the sale of equity
and debt financings and may also seek additional capital through arrangements
with strategic partners. There can be no assurances that additional funding will
be available on terms acceptable to the Company, if at all. In addition, the
COVID-19 pandemic may negatively impact our operations, including possible
effects on its financial condition, ability to access the capital markets on
attractive terms or at all, liquidity, operations, suppliers, industry, and
workforce. The Company will continue to evaluate the impact that these events
could have on the operations, financial position, and the results of operations
and cash flows during fiscal year 2020 and beyond.

Operating Capital Requirements



We expect our primary use of capital to continue to be for compensation and
related expenses, manufacturing costs for preclinical and clinical materials,
third party clinical trial research and development services, laboratory and
related supplies, clinical costs, legal and other regulatory expenses and
general overhead costs. We believe that our available funds will be sufficient
to enable us to complete our pivotal Phase 3 clinical trials for B-VEC and to
continue Phase 1/2 clinical trials for KB105 as well as to continue construction
and validation related activities associated with our cGMP manufacturing
facility, ASTRA.

We have based our projections of operating capital requirements on assumptions
that may prove to be incorrect and we may use all of our available capital
resources sooner than we expect. Because of the numerous risks and uncertainties
associated with research, development and commercialization of pharmaceutical
products, we are unable to estimate the exact amount of our operating capital
requirements. Our future funding requirements will depend on many factors,
including, but not limited to:

• the timeline and cost of our pivotal Phase 3 clinical trial for B-VEC;

• the progress, timing, results and costs of our ongoing Phase 1/2 clinical

trial for KB105;

• the progress, timing and costs of manufacturing of B-VEC for our pivotal

Phase 3 clinical trials;

• the continued development and the filing on an IND application for future


       product candidates;


    •  the initiation, scope, progress, timing, costs and results of drug

discovery, laboratory testing, manufacturing, preclinical studies and

clinical trials for any other product candidates that we may pursue in the

future, if any;

• the costs of maintaining our own commercial-scale cGMP manufacturing


       facility;


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

• the costs associated with the manufacturing process development and

evaluation of third-party manufacturers;

• the costs of future activities, including product sales, medical affairs,

marketing, manufacturing and distribution, in the event we receive

marketing approval for B-VEC, KB105 or any other product candidates we may

develop;

• the extent to which the costs of our product candidates, if approved, will

be paid by health maintenance, managed care, pharmacy benefit and similar

healthcare management organizations, or will be reimbursed by government


       authorities, private health coverage insurers and other third-party payors;


    •  the costs of commercialization activities for B-VEC, KB105 and other

product candidates if we receive marketing approval for B-VEC, KB105 or any

other product candidates we may develop, including the costs and timing of


       establishing product sales, medical affairs, marketing, distribution and
       manufacturing capabilities;

• subject to receipt of marketing approval, if any, revenue received from

commercial sale of B-VEC, KB105 or our other product candidates;

• the terms and timing of any future collaborations, licensing, consulting or


       other arrangements that we may establish;


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• the amount and timing of any payments we may be required to make, or that

we may receive, in connection with the licensing, filing, prosecution,

maintenance, defense and enforcement of any patents or other intellectual

property rights, including milestone and royalty payments and patent

prosecution fees that we are obligated to pay pursuant to our license

agreements;

• our current license agreements remaining in effect and our achievement of


       milestones under those agreements;


    •  our ability to establish and maintain collaborations and licenses on
       favorable terms, if at all; and

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

technologies.




We expect that we may need to obtain substantial additional funding in order to
receive regulatory approval and to commercialize B-VEC or any other product
candidates, including KB105. To the extent that we raise additional capital
through the sale of common stock, convertible securities or other equity
securities, the ownership interests of our existing stockholders may be
materially diluted and the terms of these securities could include liquidation
or other preferences that could adversely affect the rights of our existing
stockholders. In addition, debt financing, if available, would result in
increased fixed payment obligations and may involve agreements that include
restrictive covenants that limit our ability to take specific actions, such as
incurring additional debt, making capital expenditures or declaring dividends,
that could adversely affect our ability to conduct our business. If we are
unable to raise capital when needed or on attractive terms, we could be forced
to significantly delay, scale back or discontinue the development or
commercialization of B-VEC, KB105 or our other product candidates, seek
collaborators at an earlier stage than otherwise would be desirable or on terms
that are less favorable than might otherwise be available, and relinquish or
license, potentially on unfavorable terms, our rights to B-VEC or KB105 or our
other product candidates that we otherwise would seek to develop or
commercialize ourselves.

Sources and Uses of Cash

The following table summarizes our sources and uses of cash (in thousands):





                                                         Six months Ended
                                                             June 30,
                                                        2020          2019
                                                          (unaudited)

Net cash used in operating activities $ (11,293 ) $ (7,424 )

Net cash used in investing activities (2,255 ) (3,718 )

Net cash provided by financing activities 117,712 94,059


          Net increase in cash                        $ 104,164     $ 82,917




Operating Activities

Net cash used in operating activities for the six months ended June 30, 2020 was
$11.3 million and consisted primarily of a net loss of $12.2 million adjusted
for non-cash items of depreciation and amortization and stock-based compensation
expense of $2.2 million, and cash used by increases in net operating assets of
approximately $1.3 million.

Net cash used in operating activities for the six months ended June 30, 2019 was
$7.4 million and consisted primarily of a net loss of $9.5 million adjusted for
non-cash items of depreciation and amortization and stock-based compensation
expense of approximately $1.2 million, and cash provided by decreases in net
operating liabilities of $891 thousand.

Investing Activities



Net cash used in investing activities for the six months ended June 30, 2020 was
$2.3 million and consisted primarily of purchases of $3.2 million of short-term
available-for-sale investment securities, and expenditures of $3.5 million on
the build-out of our ASTRA facility, leasehold improvement of new office space,
and purchases of computer and laboratory equipment, partially offset by proceeds
of $4.4 million received from the maturities of short-term investments.

Net cash used in investing activities for the six months ended June 30, 2019 was
$3.7 million and consisted primarily of purchases of $4.7 million of short-term
available-for-sale investment securities, and expenditures of $2.9 million on
the build-out of our new cGMP facilities and purchases of computer and
laboratory equipment, partially offset by proceeds of $3.9 million received from
the maturities of short-term investments.

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Financing Activities



Net cash provided by financing activities for the six months ended June 30, 2020
was $117.7 million and was primarily from proceeds from our public offering in
May 2020 of 2,275,000 shares of our common stock to the public at $55.00 per
share. Net proceeds to the Company from the offering were $117.2 million after
deducting underwriting discounts and commissions of approximately $7.5 million
and other offering expenses of approximately $463 thousand, of which $132
thousand was unpaid as of June 30, 2020.

Net cash provided by financing activities for the six months ended June 30, 2019
was $94.1 million and was primarily from proceeds from our public offering in
June 2019 of 2,500,000 shares of our common stock at a price to the public of
$40.00 per share. Net proceeds to the Company from the offering were $93.8
million after deducting underwriting discounts and commissions of approximately
$6.0 million and other offering expenses of approximately $190 thousand, of
which all was unpaid as of June 30, 2019.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements as defined in the rules and regulations of the SEC.



Contractual Obligations

There have been no material changes to our contractual obligations as previously
disclosed in our Annual Report on Form 10-K for the year ended December 31, 2019
other than as described in Note 6 "Commitments and Contingencies" of our
condensed consolidated financial statements on this Form 10-Q.

JOBS Act Accounting Election



We are an emerging growth company, as defined in the Jumpstart Our Business
Startups Act of 2012 ("the JOBS Act"). Under the JOBS Act, emerging growth
companies can delay adopting new or revised accounting standards issued
subsequent to the enactment of the JOBS Act until such time as those standards
apply to private companies. We have irrevocably elected not to avail ourselves
of this exemption from new or revised accounting standards and, therefore, will
be subject to the same new or revised accounting standards as other public
companies that are not emerging growth companies.

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