The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with the accompanying unaudited
Condensed Consolidated Financial Statements and related notes in Item 1 and with
the audited Consolidated Financial Statements and the related notes included in
our Annual Report on Form 10-K for the year ended December 31, 2022, or "Annual
Report".

Overview

Ultragenyx Pharmaceutical Inc., we or the Company, is a biopharmaceutical
company focused on the identification, acquisition, development, and
commercialization of novel products for the treatment of serious rare and
ultra-rare genetic diseases. We target diseases for which the unmet medical need
is high, the biology for treatment is clear, and for which there are typically
no approved therapies treating the underlying disease. Our strategy, which is
predicated upon time- and cost-efficient drug development, allows us to pursue
multiple programs in parallel with the goal of delivering safe and effective
therapies to patients with the utmost urgency.

Approved Therapies and Clinical Product Candidates



Our current approved therapies and clinical-stage pipeline consist of four
product categories: biologics, small molecules, gene therapy, and nucleic acid
product candidates. See section entitled "Recent Program Updates" below for a
description of recent updates to certain of our approved therapies and
clinical-stage pipeline products.

Our biologic products include the approved therapies Crysvita® (burosumab),
Mepsevii® (vestronidase alfa), and Evkeeza® (evinacumab) as well as UX143 in
clinical development:


Crysvita is an antibody administered via subcutaneous injection that targets
fibroblast growth factor 23, or FGF23, developed for the treatment of XLH, a
rare, hereditary, progressive, and lifelong musculoskeletal disorder
characterized by renal phosphate wasting caused by excess FGF23 production.
There are approximately 48,000 patients with XLH in the developed world,
including approximately 36,000 adults and 12,000 children. Crysvita is the only
approved treatment that addresses the underlying cause of XLH. Crysvita is
approved in the U.S., certain countries in Latin America, the EU and certain
other regions for the treatment of XLH in adult and pediatric patients one year
of age and older.

Crysvita is also approved in the U.S. and certain other regions for the
treatment of FGF23-related hypophosphatemia in tumor-induced osteomalacia, or
TIO, associated with phosphaturic mesenchymal tumors that cannot be curatively
resected or localized in adults and pediatric patients 2 years of age and older.
There are approximately 2,000 to 4,000 patients with TIO in the developed world.
TIO can lead to severe hypophosphatemia, osteomalacia, fractures, fatigue, bone
and muscle pain, and muscle weakness.

We are collaborating with Kyowa Kirin Co., Ltd., or KKC (formerly Kyowa Hakko
Kirin Co., Ltd., or KHK), and Kyowa Kirin, a wholly owned subsidiary of KKC, on
the development and commercialization of Crysvita globally.


Mepsevii is an intravenous, or IV, enzyme replacement therapy, developed for the
treatment of Mucopolysaccharidosis VII, also known as MPS VII or Sly syndrome, a
rare lysosomal storage disease that often leads to multi-organ dysfunction,
pervasive skeletal disease, and death. MPS VII is one of the rarest MPS
disorders, affecting an estimated 200 patients in the developed world. Mepsevii
is approved in the U.S., certain countries in Latin America, the EU and certain
other regions for the treatment of children and adults with MPS VII.


Evkeeza is a fully human monoclonal antibody that binds to and blocks the
function of angiopoietin-like 3, or ANGPTL3, a protein that plays a key role in
lipid metabolism. Evkeeza is an approved therapy for the treatment of homozygous
familial hypercholesterolemia, or HoFH, a rare inherited condition. HoFH occurs
when two copies of the familial hypercholesterolemia, or FH,-causing genes are
inherited, one from each parent, resulting in dangerously high levels (>400
mg/dL) of LDL-C, or bad cholesterol. Patients with HoFH are at risk for
premature atherosclerotic disease and cardiac events as early as their teenage
years. Evkeeza is approved in the U.S., where it is marketed by our partner
Regeneron Pharmaceuticals, or Regeneron. It is also approved in the European
Economic Area, or EEA, as a first-in-class therapy for use together with diet
and other low-density lipoprotein-cholesterol, or LDL-C, lowering therapies to
treat adults and adolescents aged 12 years and older with clinical HoFH. There
are approximately 3,000 to 5,000 patients with HoFH in the developed world
outside of the U.S.


UX143 (setrusumab) is a fully human monoclonal antibody that inhibits
sclerostin, a protein that acts on a key bone-signaling pathway by inhibiting
the activity of bone-forming cells and promoting bone resorption. Setrusumab is
being studied for the treatment of OI, and has received orphan drug designation
from the U.S. Food and Drug Administration,
                                       21
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or FDA, and European Medicines Agency, or EMA, rare pediatric disease
designation from the FDA, and was accepted into the EMA's Priority Medicines
program, or PRIME, program. UX143 is subject to our collaboration agreement with
Mereo, and is the lead clinical asset in our bone endocrinology franchise. There
are an estimated 60,000 patients in the developed world affected by OI.


Our small molecule products include the approved therapy Dojolvi® (triheptanoin):


Dojolvi is a highly purified, synthetic, 7-carbon fatty acid triglyceride
specifically designed to provide medium-chain, odd-carbon fatty acids as an
energy source and metabolite replacement for people with long-chain fatty acid
oxidation disorders, or LC-FAOD, which is a set of rare metabolic diseases that
prevents the conversion of fat into energy and can cause low blood sugar, muscle
rupture, and heart and liver disease. Dojolvi is approved in the U.S. and
certain other regions as a source of calories and fatty acids for the treatment
of pediatric and adult patients with molecularly confirmed LC-FAOD. There are
approximately 8,000 to 14,000 patients in the developed world with LC-FAOD.

Our clinical-stage gene therapy pipeline includes UX111, DTX401, DTX301, and UX701:


UX111 (formerly ABO-102) is an adeno-associated virus 9, or AAV9, gene therapy
product candidate for the treatment of patients with Sanfilippo syndrome type A,
or MPS IIIA, a rare lysosomal storage disease with no approved treatment that
primarily affects the central nervous system, or CNS. There are approximately
3,000 to 5,000 patients in the developed world affected by Sanfilippo syndrome
type A. The UX111 program has received Regenerative Medicine Advanced Therapy,
or RMAT, Fast Track, Rare Pediatric Disease, and Orphan Drug designations in the
U.S., and PRIME and Orphan Medicinal Product designations in the EU.


DTX401 is an adeno-associated virus 8, or AAV8, gene therapy clinical candidate
for the treatment of patients with glycogen storage disease type Ia, or GSDIa, a
disease that arises from a defect in G6Pase, an essential enzyme in glycogen and
glucose metabolism. GSDIa is the most common genetically inherited glycogen
storage disease, with an estimated 6,000 patients in the developed world
affected by GSDIa. A Pediatric Investigation Plan, or PIP, was accepted by the
EMA. The DTX401 program has received RMAT, Fast Track, and Orphan Drug
designations in the U.S., and PRIME and Orphan Medicinal Product Designations in
the EU.


DTX301 is an AAV8 gene therapy product candidate designed for the treatment of
patients with ornithine transcarbamylase, or OTC, deficiency. OTC is part of the
urea cycle, an enzymatic pathway in the liver that converts excess nitrogen, in
the form of ammonia, to urea for excretion. OTC deficiency is the most common
urea cycle disorder, and there are approximately 10,000 patients in the
developed world with OTC deficiency, of which we estimate approximately 80% are
classified as late-onset, our target population. DTX301 has received Orphan Drug
Designation in both the U.S. and in the EU and Fast Track Designation in the
U.S.


UX701 is an AAV type 9 gene therapy product candidate designed to deliver stable
expression of a truncated version of the ATP7B copper transporter following a
single intravenous infusion to patients with Wilson disease. It is estimated
that Wilson disease affects more than 50,000 individuals in the developed world.
UX701 has received Orphan Drug Designation in the U.S. and in the EU.

Our clinical-stage nucleic acid pipeline includes GTX-102 for the treatment of Angelman syndrome, and UX053 for the treatment of GSDIII:


GTX-102 is an antisense oligonucleotide, or ASO, that is being developed for the
treatment of Angelman syndrome, a debilitating and rare neurogenetic disorder
caused by loss-of-function of the maternally inherited allele of the UBE3A gene.
There are an estimated 60,000 patients in the developed world affected by
Angelman syndrome. GTX-102 has received Fast Track Designation, Orphan Drug
Designation and Rare Pediatric Disease Designation from the FDA.


UX053 is an mRNA product candidate designed for the treatment of patients with
GSDIII, a disease caused by a glycogen debranching enzyme, or AGL, deficiency
that results in glycogen accumulation in the liver and muscle. UX053 has
received Orphan Drug Designation in the U.S. and in the EU.
                                       22
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The following table summarizes our approved products and clinical product candidate pipeline:


                     [[Image Removed: img215925227_0.jpg]]

Recent Program Updates

Crysvita for the treatment of X-Linked Hypophosphatemia, or XLH, and Tumor Induced Osteomalacia, or TIO



In April 2023, commercialization responsibilities for Crysvita in North America
transitioned from us to KKC. Pursuant to the September 2022 amendment to the
collaboration agreement between the parties, we will continue to support KKC in
their commercialization efforts in the U.S. through a cost share arrangement
through April 2024, subject to the limits and conditions set forth in the
amendment.
                                       23
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UX143 (setrusumab) for the treatment of Osteogenesis Imperfecta, or OI



In February 2023, we announced that enrollment was completed in the Phase 2
portion of Orbit, a pediatric and young adult Phase 2/3 study. This phase of the
study is intended to determine an optimized dose, based on increases in collagen
production using serum P1NP levels, and establish an acceptable safety profile.
Data from the Phase 2 study is expected to include percent change in serum P1NP,
the available three- and six-month lumbar spine bone mineral density, or BMD,
and safety information. These data are currently expected in mid-2023 and will
be used to determine the Phase 3 dose strategy. Also in mid-2023, we intend to
adapt the study into a pivotal Phase 3 study, evaluating fracture reduction over
an estimated 15 to 24 months as the primary endpoint, subject to regulatory
review.

Separately, we plan to initiate Cosmic, a Phase 2 study of patients under age
five with OI in the second quarter of 2023. The primary endpoint is expected to
be the annualized rate of fractures.

GTX-102 for the treatment of Angelman Syndrome



As of May 2023, the dose escalation phase of this study has been completed and
we recently transitioned to dosing patients in the expansion cohorts in sites
outside of the U.S. The study has also expanded geographically with multiple new
sites activated in Europe and Australia. Approximately 40 patients will be
enrolled across Cohort A (ages four to January 2023. As of this filing,
14 patients have had at least six months of exposure to GTX-102 including nine
patients with more than one year of continuous therapy. The next data update is
expected in the second half of 2023.

In the U.S., eight patients are continuing to receive GTX-102 at the lower loading and maintenance dose. Discussions with the FDA are ongoing to harmonize the dosing strategy with the ex-U.S. protocol.

DTX401 for the treatment of Glycogen Storage Disease Type Ia, or GSDIA



In May 2023, we announced the last patient had been dosed in the Phase 3 study
of DTX401. The Phase 3 study has a 48-week primary efficacy analysis period and
enrolled approximately 50 patients eight years of age and older, randomized 1:1
to DTX401 (1.0 x 10^13 GC/kg dose) or placebo. The primary endpoint is the
reduction in oral glucose replacement with cornstarch while maintaining glucose
control. We currently expect to share results from this Phase 3 study in the
first half of 2024.

DTX301 for the treatment of Ornithine Transcarbamylase, or OTC, deficiency



We are currently in the process of randomizing and dosing patients in our
64-week Phase 3 study of DTX301. The patients in the study will be randomized
1:1 to DTX301 (1.7 x 10^13 GC/kg dose) or placebo. We currently plan to enroll
approximately 50 patients 12 years of age and older. The co-primary endpoints
are the percentage of patients who achieve a response, as measured by
discontinuation or reduction in baseline disease management, and the 24-hour
plasma ammonia levels.

UX701 for the treatment of Wilson disease



We are currently enrolling and dosing patients in the first stage of the pivotal
Cyprus2+ study of UX701 for the treatment of Wilson disease. During this stage,
the safety and efficacy of up to three dose levels of UX701 will be evaluated
over the course of 52 weeks and a dose will be selected for further evaluation
in stage 2. Completion of Stage 1 enrollment is expected in the second half of
2023 with data on safety and potentially initial signs of clinical activity
expected in the first half of 2024.

UX053 for the treatment of Glycogen Storage Disease Type III, or GSD III



We have completed dosing in the single ascending dose, or SAD, stage of the
Phase 1/2 study of UX053 for the treatment of GSDIII with no safety issues
observed. We decided to not enroll patients in the multiple ascending dose
cohorts at this time to allow greater focus on our other late-stage and larger
indication clinical programs. The data from the SAD cohort are being analyzed
and are expected in the second quarter of 2023.

Corporate Update



In March 2023, we announced that Eric Crombez, M.D., had been promoted to the
role of Chief Medical Officer and Executive Vice President, effective on May 1,
2023. In this role, Eric is succeeding Camille Bedrosian, M.D., who will remain
with the Company in a full-time strategic advisory role.
                                       24
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Financial Operations Overview



We are a biopharmaceutical company with a limited operating history. To date, we
have invested substantially all of our efforts and financial resources in
identifying, acquiring, and developing our products and product candidates,
including conducting clinical studies and providing selling, general and
administrative support for these operations. To date, we have funded our
operations primarily from the sale of our equity securities, revenues from our
commercial products, the sale of certain future royalties, and strategic
collaboration arrangements.

We have incurred net losses in each year since inception. Our net loss was
$164.0 million and $152.3 million for the three months ended March 31, 2023 and
2022, respectively. Net loss for the three months ended March 31, 2023 and 2022
included losses of $0.3 million and $9.3 million, respectively, resulting from
changes in fair value of our equity investments, and $15.6 million and $6.6
million, respectively, in interest expense on liabilities for sales of future
royalties. Substantially all of our remaining net losses have resulted from
costs incurred in connection with our research and development programs and from
selling, general and administrative costs associated with our operations.

For the three months ended March 31, 2023 our total revenues increased to $100.5
million, compared to $79.9 million for the same period in 2022. The increase was
driven by an increase in revenue for our approved products and higher Crysvita
collaboration revenue in the profit-share territory, partially offset by a
decrease in collaboration and license revenue from the Daiichi Sankyo
arrangement.

As of March 31, 2023, we had $714.6 million in available cash, cash equivalents, and marketable debt securities.

Critical Accounting Estimates



Our management's discussion and analysis of our financial condition and results
of operations is based on our Condensed Consolidated Financial Statements, which
have been prepared in accordance with U.S. generally accepted accounting
principles, or GAAP. The preparation of these Condensed Consolidated Financial
Statements requires us to make estimates and assumptions that affect the
reported amounts of assets and liabilities and the disclosure of contingent
assets and liabilities at the date of the financial statements, as well as the
reported expenses incurred during the reporting periods. Our estimates are based
on our historical experience and on various other factors that we believe are
reasonable under the circumstances, the results of which form the basis for
making judgments about the carrying value of assets and liabilities that are not
readily apparent from other sources. Actual results may differ from these
estimates under different assumptions or conditions. There have been no material
changes in our critical accounting policies during the three months ended March
31, 2023, as compared to those disclosed in "Management's Discussion and
Analysis of Financial Condition and Results of Operations - Critical Accounting
Policies and Significant Judgments and Estimates" in our Annual Report.

Results of Operations

Comparison of the three months ended March 31, 2023 to the three months ended March 31, 2022:

Revenue (dollars in thousands)




                                      Three Months Ended March 31,          Dollar          %
                                       2023                  2022           Change       Change
Collaboration and license
revenue:
Crysvita collaboration revenue in
profit-share
  territory                       $        49,906       $       45,164     $  4,742            10 %
Daiichi Sankyo                              1,479                3,249       (1,770 )         -54 %
Total collaboration and license
revenue                                    51,385               48,413        2,972             6 %
Product sales:
Crysvita                                   21,234                9,394       11,840           126 %
Mepsevii                                    8,480                4,861        3,619            74 %
Dojolvi                                    14,303               12,429        1,874            15 %
Evkeeza                                       212                    -          212           100 %
Total product sales                        44,229               26,684       17,545            66 %
Crysvita royalty revenue                    4,882                4,838           44             1 %
Total revenues                    $       100,496       $       79,935     $ 20,561            26 %


For the three months ended March 31, 2023, our share of Crysvita collaboration
revenue in the profit-share territory increased by $4.7 million, as compared to
the same period in 2022. The increase primarily reflects the continuing increase
in demand for Crysvita due to an increase in the number of patients on therapy.
                                       25
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For the three months ended March 31, 2023, the collaboration and license revenue
from the Daiichi Sankyo arrangement decreased by $1.8 million, as compared to
the same period in 2022. The decrease in the three months period ended March 31,
2023 was related to the relative progress toward complete satisfaction of the
individual performance obligation using an input measure of the technology
transfer period, which was completed as of March 31, 2022.

The increase in product sales of $17.5 million for the three months ended March
31, 2023, compared to the same period in 2022 was primarily due to an increase
in demand for Crysvita in Latin America due to an increase in the number of
patients on therapy, continued increase in demand for our other approved
products, and an increase in sales of our products under our named patient
program in certain countries.

Cost of Sales (dollars in thousands)



                 Three Months Ended March 31,         Dollar         %
                   2023                 2022          Change       Change
Cost of sales $        12,257       $       6,100     $ 6,157          101 %

Cost of sales related to our approved products increased by $6.2 million for the three months ended March 31, 2023, compared to the same period in 2022. The increase was primarily due to an increase in demand for our approved products.

Research and Development Expenses (dollars in thousands)



Research and development expenses include internal and external costs incurred
for research and development of our programs and program candidates and expenses
related to certain technology that we acquire or license through business
development transactions. These expenses consist primarily of clinical studies
performed by contract research organizations, manufacturing of drug substance
and drug product performed by contract manufacturing organizations, materials
and supplies, fees from collaborative and other arrangements including
milestones, licenses and other fees, personnel costs including salaries,
benefits and stock-based compensation, and overhead allocations consisting of
various support and infrastructure costs.

Commercial programs include costs for disease monitoring programs and certain
regulatory and medical affairs support activities for programs after commercial
approval. Clinical programs include study conduct and manufacturing costs
related to clinical program candidates. Translational research includes costs
for preclinical study work and costs related to preclinical programs prior to
IND filing. Infrastructure costs include direct costs related to laboratory, IT,
and equipment depreciation costs, and overhead allocations for human resources,
IT and other allocable costs.

The following table provides a breakout of our research and development expenses by major program type and business activities:



                                     Three Months Ended March 31,           Dollar              %
                                       2023                 2022            Change           Change
Commercial programs               $       15,847       $       13,064     $     2,783                21 %
Clinical programs:
  Gene therapy programs                   35,144               40,280          (5,136 )             -13 %
  Nucleic acid and other biologic
    programs                              30,854               20,474          10,380                51 %
Translational research                    20,424               20,327              97                 0 %
Infrastructure                            19,538               16,384           3,154                19 %
Stock-based compensation                  18,120               16,907           1,213                 7 %
Other research and development            25,771               15,719          10,052                64 %

Total research and development $ 165,698 $ 143,155 $


   22,543
expenses                                                                                             16 %


Total research and development expenses increased $22.5 million for the three
months ended March 31, 2023, compared to the same period in 2022. The change in
research and development expenses was primarily due to:

for commercial programs, an increase of $2.8 million, primarily related to reimbursement of Regeneron collaboration expenses and increased personnel costs for Evkeeza, partially offset by reduced personnel allocations across other commercial programs;

for gene therapy programs, a decrease of $5.1 million, primarily related to decreases in clinical manufacturing expenses for DTX401 and DTX301, partially offset by development costs for the UX111 program acquired from Abeona Therapeutics in May 2022;

for nucleic acid and other biologic programs, an increase of $10.4 million, primarily related to the continued clinical progress of the UX143 program and related clinical manufacturing and clinical and other development expenses related to


                                       26
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the continued progress of the GTX-102 program acquired from GeneTx Biotherapeutics LLC in July 2022, partially offset by a reduction in headcount and development expense on UX053;


for infrastructure, an increase of $3.2 million, primarily related to increased
expenses for support of our clinical and research program pipeline, expansion of
laboratory space, depreciation of laboratory-related leasehold improvements and
equipment, and IT-related expenses;

for stock-based compensation, an increase of $1.2 million, primarily related to an increase in employee headcount; and

for other research and development expenses, an increase of $10.1 million, primarily related to increased staffing to support internal manufacturing, increased travel, increased material costs, and increased administrative and general support.



We expect our annual research and development expenses to moderate in the future
as we advance our product candidates through clinical development. The timing
and amount of expenses incurred will depend largely upon the outcomes of current
or future clinical studies for our product candidates as well as the related
regulatory requirements, manufacturing costs, and any costs associated with the
advancement of our preclinical programs.

Selling, General and Administrative Expenses (dollars in thousands)


                                       Three Months Ended March 31,          Dollar            %
                                         2023                 2022          

Change Change Selling, general and administrative $ 76,646 $ 67,312 $ 9,334

              14 %


Selling, general and administrative expenses increased by $9.3 million for the
three months ended March 31, 2023, compared to the same period in 2022. The
increases in selling, general and administrative expenses were primarily due to
increases in personnel costs resulting from an increase in the number of
employees to support our commercial activities, commercialization costs, and
professional services costs.

We expect selling, general and administrative expenses to decrease in the future as we continue to support our approved products and multiple clinical-stage product candidates, with expected decreases in commercial activities due to transition of Crysvita commercial responsibilities to our partner in the profit-share territory.

Interest Income (dollars in thousands)


                     Three Months Ended March 31,         Dollar        %
                       2023                  2022         Change      Change
Interest income  $          6,290         $       494     $ 5,796       *
* Not meaningful

Interest income increased by $5.8 million for the three months ended March 31, 2023, compared to the same period in 2022, primarily due to increases in interest rates.

Change in Fair Value of Equity Investments (dollars in thousands)



                                      Three Months Ended March 31,         Dollar            %
                                       2023                2022            Change         Change
Change in fair value of equity
investments                         $      (334 )     $        (9,329 )   $   8,995             -96 %


For the three months ended March 31, 2023, we recorded a net decrease in the fair value of our equity investments of $0.3 million related to our equity investment in Solid.

For the three months ended March 31, 2022, we recorded a net decrease in the fair value of our equity investments of $9.3 million. The fair value of our equity investments in Arcturus Therapeutics Inc., or Arcturus, and Solid Biosciences Inc., or Solid, decreased by $5.0 million and $4.3 million, respectively.



As of December 31, 2022, we have sold all our equity investments in Arcturus.
Given the historic volatility of the publicly traded stock price of Solid, the
fair value adjustments of our equity investments may be subject to wide
fluctuations which may have a significant impact on our earnings in future
periods.
                                       27
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Non-cash Interest Expense on Liabilities for Sales of Future Royalties (dollars
in thousands)

                                       Three Months Ended March 31,          Dollar            %
                                         2023                 2022           Change         Change
Non-cash interest expense on
liabilities for sales of future
royalties                           $       (15,636 )     $      (6,584 )   $  (9,052 )           137 %


The non-cash interest expense on liabilities for sales of future royalties
increased by $9.1 million for the three months ended March 31, 2023, compared to
the same period in 2022. This was primarily due to the partial sale of North
American Crysvita royalties to OCM LS23 Holdings LP, an investment vehicle for
Ontario Municipal Employees Retirement System, or OMERS, in July 2022, which
resulted in higher interest expense. To the extent the royalty payments are
greater or less than our initial estimates or the timing of such payments is
materially different than our original estimates, we will prospectively adjust
the effective interest rate.

Other Income (dollars in thousands)



                Three Months Ended March 31,         Dollar         %
                 2023                  2022          Change      Change
Other income $         308         $         289     $    19           7 %

Other income increased by a nominal amount for the three months ended March 31, 2023, compared to the same period in 2022.

Provision for Income Taxes (dollars in thousands)



                               Three Months Ended March 31,          Dollar         %
                                2023                   2022          Change       Change
Provision for income taxes $         (495 )       $         (558 )   $    63          (11 )%

The provision for incomes taxes decreased by a nominal amount for the three months ended March 31, 2023, compared to the same period in 2022.

Liquidity and Capital Resources



To date, we have funded our operations primarily from the sale of our equity
securities, revenues from our commercial products, the sale of certain future
royalties, and strategic collaboration arrangements.

As of March 31, 2023, we had $714.6 million in available cash, cash equivalents,
and marketable debt securities. We believe that our existing capital resources
will be sufficient to fund our projected operating requirements for at least the
next twelve months. Our cash, cash equivalents, and marketable debt securities
are held in a variety of deposit accounts, interest-bearing accounts, corporate
bond securities, commercial paper, U.S government securities, asset-backed
securities, debt securities in government-sponsored entities, and money market
funds. Cash in excess of immediate requirements is invested with a view toward
liquidity and capital preservation, and we seek to minimize the potential
effects of concentration and credit risk.

In May 2021, we entered into an Open Market Sale Agreement with Jefferies LLC,
or Jefferies, pursuant to which we may offer and sell shares of our common stock
having an aggregate offering proceeds up to $350.0 million, from time to time,
in at-the-market, or ATM, offerings through Jefferies. As of March 31, 2023, net
proceeds from shares sold under the arrangement were approximately $78.9
million. No shares were sold under this arrangement for the three months ended
March 31, 2023.

The following table summarizes our cash flows for the periods indicated (in
thousands):

                                                              Three Months Ended March 31,
                                                                2023                 2022
Cash used in operating activities                          $      (156,867 )     $   (117,521 )
Cash provided by (used in) investing activities                    111,304            (37,362 )
Cash (used in) provided by financing activities                       (722 )            1,612
Effect of exchange rate changes on cash                                211               (108 )

Net decrease in cash, cash equivalents and restricted cash $ (46,074 ) $ (153,379 )





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Cash Used in Operating Activities



Our primary use of cash is to fund operating expenses, which consist primarily
of research and development and commercial expenditures. Due to our significant
research and development expenditures, we have generated significant operating
losses since our inception. Cash used to fund operating expenses is affected by
the timing of when we pay these expenses, as reflected in the change in our
outstanding accounts payable and accrued expenses.

Cash used in operating activities for the three months ended March 31, 2023 was
$156.9 million and primarily reflected a net loss of $164.0 million, $4.9
million for non-cash royalty revenues related to the sale of future royalties to
RPI Finance Trust, or RPI, an affiliate of Royalty Pharma, and $3.0 million for
the amortization of the discount on purchased marketable debt securities, offset
by non-cash charges of $32.0 million for stock-based compensation, $5.2 million
for depreciation and amortization, $0.3 million for a change in fair value of
equity investment in Solid, and $15.6 million for non-cash interest incurred on
the liabilities for sales of future royalties to RPI and OMERS. Cash used in
operating activities also reflected a $2.5 million decrease due to an increase
in accounts receivable, primarily related to an increase in sales of our
approved products, a $0.5 million decrease due to an increase in prepaid
expenses and other assets primarily due to an increase in receivables due from
collaboration partners, partially offset by a decrease in prepaid manufacturing,
a $34.0 million decrease due to a decrease in accounts payable, accrued
liabilities, and other liabilities primarily due to the payout of the 2022
annual bonus and decreases in manufacturing accruals related to timing of
invoicing, partially offset by an increase in accounts payable related to timing
differences, and a decrease of $1.5 million in contract liabilities, net,
related to the revenue recognized from the license agreements with Daiichi
Sankyo, offset by a $0.2 million increase due to a decrease in inventory.

Cash used in operating activities for the three months ended March 31, 2022 was
$117.5 million and primarily reflected a net loss of $152.3 million and $4.8
million for non-cash royalty revenues related to the sale of future royalties to
RPI, offset by non-cash charges of $29.4 million for stock-based compensation,
$1.9 million for the amortization of the premium paid on purchased marketable
debt securities, $4.1 million for depreciation and amortization, $9.3 million
for a change in fair value of equity investments in Arcturus and Solid, and $6.6
million for non-cash interest incurred on the liability related to the sale of
future royalties to RPI. Cash used in operating activities also reflected a $1.5
million decrease due to an increase in inventory for Mepsevii, a $16.2 million
decrease due to a decrease in accounts payable, accrued liabilities, and other
liabilities primarily due to the payout of the 2021 annual bonus, partially
offset by an increase in accounts payable and general accrued liabilities
related to timing differences, and a decrease of $3.2 million in contract
liabilities, net, related to the revenue recognized from the license agreements
with Daiichi Sankyo, offset by a $9.1 million increase due to a decrease in
prepaid expenses and other assets primarily due to a decrease in receivables due
from collaboration partners.

Cash Provided by (Used in) Investing Activities



Cash provided by investing activities for the three months ended March 31, 2023
was $111.3 million and was primarily related to proceeds from the sale of
marketable debt securities of $10.7 million and maturities of marketable debt
securities of $191.6 million, offset by purchases of property, plant, and
equipment of $25.0 million, purchases of marketable debt securities of $62.0
million, and purchases of mutual funds related to our nonqualified deferred
compensation plan of $4.0 million.

Cash used in investing activities for the three months ended March 31, 2022 was
$37.4 million and was primarily related to purchases of property, plant, and
equipment of $32.2 million, purchases of marketable debt securities of $203.7
million, and the payment to Regeneron for an intangible asset of $30.0 million,
offset by proceeds from the sale of marketable debt securities of $39.4 million
and maturities of marketable debt securities of $189.0 million.

Cash (Used in) Provided by Financing Activities

Cash used in financing activities for the three months ended March 31, 2023 was $0.7 million and was primarily comprised of $0.8 million in net withholding taxes paid for the issuance of common stock pursuant to equity plan awards.



Cash provided by financing activities for the three months ended March 31, 2022
was $1.6 million and was primarily comprised of $1.8 million in net proceeds
from the issuance of common stock pursuant to equity plan awards.

Funding Requirements



We anticipate that, excluding non-recurring items, we will continue to generate
annual losses for the foreseeable future as we continue the development of, and
seek regulatory approvals for, our product candidates, and continue with
commercialization of approved products. We will require additional capital to
fund our operations, to complete our ongoing and planned clinical studies, to
commercialize our products, to continue investing in early-stage research
capabilities to promote our pipeline growth, to continue to acquire or invest in
businesses or products that complement or expand our business, including future
milestone payments
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thereunder, and to further develop our general infrastructure, including construction of our GMP gene therapy manufacturing facility, and such funding may not be available to us on acceptable terms or at all.



If we are unable to raise additional capital in sufficient amounts or on terms
acceptable to us, we may be required to delay, limit, reduce the scope of, or
terminate one or more of our clinical studies, research and development
programs, future commercialization efforts, or grant rights to develop and
market product candidates that we would otherwise prefer to develop and market
ourselves.

Our future funding requirements will depend on many factors, including the following:

the scope, rate of progress, results and cost of our clinical studies, nonclinical testing, and other related activities;

the cost of manufacturing clinical supplies, and establishing commercial supplies, of our product candidates, products that we have begun to commercialize, and any products that we may develop in the future, including the construction of our own GMP gene therapy manufacturing plant;

the number and characteristics of product candidates that we pursue;

the cost, timing, and outcomes of regulatory interactions and approvals;

the cost and timing of establishing our commercial infrastructure, and distribution capabilities;


the impact of macroeconomic conditions, including the general economic slowdown
and potential recessionary environment on our business operations and operating
results" and


the terms and timing of any collaborative, licensing, marketing, distribution,
acquisition and other arrangements that we may establish, including any required
upfront milestone, royalty, reimbursements or other payments thereunder.

We expect to satisfy future cash needs through existing capital balances,
revenue from our commercial products, and a combination of public or private
equity offerings, debt financings, collaborations, strategic alliances,
licensing arrangements, and other marketing and distribution arrangements.
Please see "Risk Factors-Risks Related to Our Financial Condition and Capital
Requirements."

Contractual Obligations and Commitments

Material contractual obligations arising in the normal course of business primarily consist of operating and finance leases, manufacturing and service contract obligations, and building construction and improvement agreements.

Future minimum lease payments under non-cancellable leases as of March 31, 2023, were approximately $55.0 million, of which $14.3 million are due within one year.



Manufacturing and service contract obligations primarily relate to manufacturing
of inventory for our approved products. As of March 31, 2023, we had obligations
of approximately $25.4 million, of which $17.8 million are due within one year.

Building construction and improvement agreements relate to the construction and
fit-out of the Company's leased properties. As of March 31, 2023, we had
obligations of approximately $9.9 million, of which $1.0 million are expected to
be due within one year.

We generally expect to satisfy these commitments with cash on hand and cash
provided by operating activities. The terms of certain of our licenses,
royalties, development and collaboration agreements, as well as other research
and development activities, require us to pay potential future milestone
payments based on product development success. The amount and timing of such
obligations are unknown or uncertain.
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