0001193125-21-089563 | 10-K | XBRL Viewer

Cover Page - USD ($) $ in Millions	12 Months Ended
Cover Page - USD ($) $ in Millions	Dec. 31, 2020	Mar. 01, 2021	Jun. 30, 2020
Document And Entity Information [Line Items]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	FY
Entity Registrant Name	Vincerx Pharma, Inc.
Entity Central Index Key	0001796129
Entity Current Reporting Status	No
Entity Voluntary Filers	No
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Well-known Seasoned Issuer	No
Entity Public Float			$ 7.8
Entity Shell Company	false
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity File Number	001-39244
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	83-3197402
Entity Address, Address Line One	260 Sheridan Avenue, Suite 400
Entity Address, City or Town	Palo Alto
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94306
City Area Code	650
Local Phone Number	800-6676
Document Annual Report	true
Document Transition Report	false
ICFR Auditor Attestation Flag	false
Units
Document And Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		1,801,399
Title of 12(b) Security	Units, each consisting of one share of Common Stock, $0.0001 par value per share
Trading Symbol	VINCU
Security Exchange Name	NASDAQ
Common Stock
Document And Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		13,984,441
Title of 12(b) Security	Common Stock
Trading Symbol	VINC
Security Exchange Name	NASDAQ
Warrant
Document And Entity Information [Line Items]
Title of 12(b) Security	Warrants
Trading Symbol	VINCW
Security Exchange Name	NASDAQ

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Current assets:
Cash and cash equivalents	$ 61,792
Prepaid expenses	1,104
Other current assets	214
Total Current Assets	63,110
Other assets	82
Total Assets	63,192
Current Liabilities
Accounts payable	491	35
License payable	5,000
Due to related parties	14	9
Total Current Liabilities	5,505	44
Total Liabilities	5,505	44
Commitments and contingencies - Note 6
Stockholders' equity (deficit)
Preferred stock, $0.0001 par value; 30,000,000 shares authorized, none issued and outstanding at December 31, 2020 and 2019
Common stock, $0.0001 par value; 120,000,000 shares authorized as of December 31, 2020 and 2019; 13,984,441 shares and 5,196,000 shares issued and outstanding as of December 31, 2020 and 2019, respectively	1	1
Additional paid-in capital	68,453	1
Subscription receivable		(1)
Accumulated deficit	(10,767)	(45)
Total stockholders' equity (deficit)	57,687	$ (44)
Total liabilities and stockholders' equity (deficit)	$ 63,192

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2020	Dec. 31, 2019
Statement of Financial Position [Abstract]
Preferred stock par value	$ 0.0001	$ 0.0001
Preferred stock shares authorized	30,000,000	30,000,000
Preferred stock shares issued	0	0
Preferred stock shares outstanding	0	0
Common stock par value	$ 0.0001	$ 0.0001
Common stock shares authorized	120,000,000	120,000,000
Common stock shares issued	13,984,441	5,196,000
Common stock shares outstanding	13,984,441	5,196,000

Consolidated Statements of Operations - USD ($) $ in Thousands	10 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020
Operating expenses:
General and administrative	$ 45	$ 3,598
Research and development - license acquired		5,000
Research and development		2,116
Total operating expenses	45	10,714
Loss from operations	(45)	(10,714)
Other expense
Interest expense		(8)
Total other expense		(8)
Net loss	$ (45)	$ (10,722)
Net loss per common share, basic and diluted	$ (0.01)	$ (2.04)
Weighted average common shares outstanding, basic and diluted	4,464	5,252

Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) $ in Thousands	Total	Common Stock	Subscription Receivable	Additional Paid-in Capital	Accumulated Deficit
Beginning Balance at Feb. 28, 2019
Beginning Balance, Shares at Feb. 28, 2019
Retroactive application of recapitalization, Shares (See Note 3)		(4,134)
Issuance of founders shares		$ 1	(1)
Issuance of founders shares, Shares		8,503
Issuance of restricted stock, Shares		827
Stock-based compensation related to restricted stock	1			1
Net loss	(45)				(45)
Ending Balance at Dec. 31, 2019	(44)	$ 1	(1)	1	(45)
Ending Balance, Shares at Dec. 31, 2019		5,196
Proceeds from reverse acquisition, net	64,070			64,070
Proceeds from reverse acquisition, net, Shares		8,484
Issuance of founders shares	1		$ 1
Issuance of restricted stock
Issuance of restricted stock, Shares		304
Stock-based compensation related to restricted stock	4,382			4,382
Net loss	(10,722)				(10,722)
Ending Balance at Dec. 31, 2020	$ 57,687	$ 1		$ 68,453	$ (10,767)
Ending Balance, Shares at Dec. 31, 2020		13,984

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	10 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020
Cash flows from operating activities
Net loss	$ (45)	$ (10,722)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization on debt discount		20
Stock-based compensation	1	4,382
Research and development-acquired license, expensed		5,000
Changes in operating assets and liabilities:
Prepaid and other current assets		(1,318)
Other assets		(82)
Accounts payable	35	456
Due to related parties	9	(15)
Net cash used in operating activities		(2,279)
Cash Flows from Financing Activities:
Net proceeds from reverse acquisition		64,070
Proceeds from Founders		1
Proceeds from issuance of notes payable to related parties		300
Repayment of notes payable to related parties		(300)
Net cash provided by financing activities		64,071
Net increase in cash and cash equivalents		61,792
Cash and cash equivalents at the beginning of the period
Cash and cash equivalents at the end of the period		61,792
Supplemental disclosure of cash flow information:
Cash paid for income taxes	$ 0	0
Cash paid for interest		$ 25

Nature of Business

12 Months Ended

Dec. 31, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Nature of Business

1. Nature of Business

Organization

LifeSci Acquisition Corp. (“LSAC”) was initially formed on December 19, 2018 as a Delaware corporation formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses.

On September 25, 2020, LSAC entered into a Merger Agreement (the “Merger Agreement”) with LifeSci Acquisition Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of LSAC (“Merger Sub”), VNRX Corp (f/k/a Vincera Pharma, Inc.), a Delaware corporation (“Vincera Pharma”), and Raquel E. Izumi, as the representative of the stockholders of Vincera Pharma (such stockholders, the “Vincera Pharma stockholders”).

Pursuant to the terms of the Merger Agreement, a business combination between LSAC and Vincera Pharma was effected through the merger of Merger Sub with and into Vincera Pharma, with Vincera Pharma surviving as the surviving company and as a wholly-owned subsidiary of LSAC. On December 23, 2020, and in connection with the closing of the business combination (the “Business Combination”), LifeSci Acquisition Corp. changed its name to Vincera Pharma, Inc. In January 2021, Vincera Pharma, Inc. changed its name to Vincerx Pharma, Inc. (together with its consolidated subsidiaries, the “Company”).

The Company is a clinical-stage biopharmaceutical company focused on leveraging its extensive development and oncology expertise to advance new therapies intended to address unmet medical needs for the treatment of cancer. The Company’s current pipeline is entirely derived from the Bayer License Agreement (see Note 4), pursuant to which the Company has been granted an exclusive, royalty-bearing, worldwide license under certain Bayer patents

and know-how to

develop, use, manufacture, commercialize, sublicense and distribute a clinical-stage

and follow-on small

molecule drug program and a preclinical stage bioconjugation/next-generation ADC platform. The Company intends to use these product candidates to treat various cancers in a patient-specific, targeted approach.

During the early months of 2020,

COVID-19 emerged

and has subsequently spread

world-wide.

The World Health Organization has declared

COVID-19 a

pandemic resulting in federal, state and local governments and private entities mediating various restrictions, including travel restrictions, restrictions on public gatherings, stay at home orders, and advisories and quarantining people who may have been exposed to the virus. Management is currently evaluating the impact of the

COVID-19

pandemic on its future plans and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position and results of its operations, the specific impact is not readily determinable as of the date of these consolidated financial statements.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2020

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

Basis of Presentation

The Company’s consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) as determined by the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) and pursuant to the regulations of the U.S. Securities and Exchange Commission (“SEC”). They include the accounts of Vincerx and its wholly-owned subsidiary Vincera Pharma, Inc, also known as VNRX Corp. All intercompany accounts and transactions have been eliminated.

Pursuant to the Merger Agreement, the Business Combination is accounted for as a reverse recapitalization, with no goodwill or other intangible assets recorded, in accordance with GAAP. Under this method of accounting, LSAC is treated as the “acquired” company for financial reporting purposes. Accordingly, for accounting purposes, the Business Combination is treated as the equivalent of Vincera Pharma issuing stock for the net assets of LSAC, accompanied by a recapitalization. As a result, references to the “Company” herein may refer to Vincera Pharma prior to the consummation of the Business Combination. The acquired net assets of LSAC are stated at historical cost, with no goodwill or other intangible assets recorded.

Emerging Growth Company

The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved.

Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s consolidated financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Use of Estimates

The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of commitments and contingencies at the date of the financial statements as well as reported amounts of expenses during the reporting periods. Estimates made by the Company include, but are not limited to, those related to the valuation of common stock prior to the Business Combination and stock-based compensation. The Company bases these estimates on historical experience and on various other assumptions that it believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying amounts of assets and liabilities that are not readily apparent from other sources. Actual results could differ materially from those estimates.

Concentrations of Credit Risk

The Company is subject to risks common to companies in the biotechnology industry, including, but not limited to, development by the Company or its competitors of technological innovations, risks of failure of clinical studies, dependence on key personnel, protection of proprietary technology, compliance with government regulations, and ability to transition from preclinical manufacturing to commercial production of products.

The Company’s future product candidates will require approvals from the U.S. Food and Drug Administration and comparable foreign regulatory agencies prior to commercial sales in their respective jurisdictions. There can be no assurance that any product candidates will receive the necessary approvals. If the Company was denied approval, approval was delayed or the Company was unable to maintain approval for any product candidate, it could have a material adverse impact on the Company.

Cash and Cash Equivalents

Management considers all highly liquid investments with an insignificant interest rate risk and original maturities of three months or less to be cash equivalents.

Fair Value Measurement

The Company applies fair value accounting for all financial assets and liabilities measured on a recurring and nonrecurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. The accounting guidance established a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, used to determine the fair value of its financial instruments. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

Level 1 – Quoted prices in active markets for identical assets or liabilities that the entity has the ability to access.

Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets and liabilities.

Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities.

Segments

Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business as a single operating segment.

Research and Development Cost

The Company expenses research and development costs as operating expenses as incurred. These expenses include acquired

in-process

research and development expenses for which there is no alternative future use, salaries for research and development personnel, consulting fees, product development,

pre-clinical

studies, clinical trial costs, and other fees and costs related to the development of the technology.

Stock-Based Compensation

The Company adopted ASU

2018-07,

which simplifies the accounting for share-based payments granted to nonemployees for goods and services, on March 1, 2019 (date of inception). The Company measures and recognizes compensation expense for all stock-based awards made to employees, directors, and

non-employees,

including stock options and restricted shares, based on estimated fair values recognized over the requisite service period.

The fair value of options granted is estimated on the grant date using the Black-Scholes option valuation model. This valuation model for stock-based compensation expense requires the Company to make assumptions and judgments about the variables used in the calculation, including the expected term (weighted-average period of time that the options granted are expected to be outstanding), the volatility of the Company’s common stock, and an assumed risk-free interest rate. The Company accounts for forfeitures when they occur. The Company uses the simplified calculation of the expected life, which takes into consideration the grant’s contractual life and vesting period and assumes that all options will be exercised between the vesting date and the contractual term of the option. No awards have been issued with a market condition or other

non-standard

terms.

Given the lack of public market for Vincera Pharma’s stock prior to the Business Combination, the estimate for volatility is based on an average of the historical volatilities of the common stock of several entities with characteristics similar to those of the Company. Since these comparable companies operate in the same industry segment, the Company expects that it would share similar characteristics, such as risk profiles, volatility, capital intensity and market growth patterns and drivers.

The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected life of the option.

Income Taxes

Income taxes are recorded in accordance with ASC 740, Income Taxes (“ASC 740”), which provides for deferred taxes using an asset and liability approach. The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse, and net operating loss (“NOL”) carryforwards and research and development tax credit (“R&D Credit”) carryforwards. Valuation allowances are provided, if based upon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company has recorded a full valuation allowance to reduce its net deferred income tax assets to zero. In the event the Company were to determine that it would be able to realize some or all its deferred income tax assets in the future, an adjustment to the deferred income tax asset valuation allowance would increase income in the period such determination was made.

The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740. When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit would more likely than not be realized assuming examination by the taxing authority. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. At December 31, 2020 and 2019, the Company had no liability for income tax associated with uncertain tax positions. The Company would recognize any corresponding interest and penalties associated with its income tax positions in income tax expense. There was no income tax interest or penalties incurred in 2020 and 2019 since inception.

Comprehensive Income or Loss

Comprehensive loss is equal to net loss as presented in the accompanying consolidated statements of operations, as the Company did not have any other comprehensive income or loss for the periods presented.

Net Loss per Share of Common Stock

Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period.

Diluted earnings per share adjusts basic earnings per share for the potentially dilutive impact of stock options and warrants. As the Company has reported losses for all periods presented, all potentially dilutive securities including stock options and warrants, are antidilutive and accordingly, basic net loss per share equals diluted net loss per share.

Recent Accounting Pronouncements

In December 2019, the FASB issued

ASU 2019-12,

Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes

, which is intended to simplify various aspects related to accounting for income taxes.

ASU 2019-12 removes

certain exceptions to the general principles in ASC 740 and also clarifies and amends existing guidance to improve consistent application. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. The Company is currently evaluating the impact of this standard on its consolidated financial statements.

In August 2020, the FASB issued

ASU 2020-06,

Debt—Debt with Conversion and Other Options (Subtopic

470-20)

and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic

815-40):

Accounting for

Convertible Instruments and Contracts in an Entity’s Own Equity

, which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception and it also simplifies the diluted earnings per share calculation in certain areas. The ASU is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2021 and adoption must be as of the beginning of the Company’s annual fiscal year. The Company is currently evaluating the impact of this standard on its financial statements and related disclosures.

Business Combination

12 Months Ended

Dec. 31, 2020

Business Combinations [Abstract]

Business Combination

3. Business Combination

As discussed in Note 1, on December 23, 2020, the Company consummated the Business Combination, with Vincera Pharma surviving the merger as a wholly-owned subsidiary of the Company.

Immediately prior to the effective time of the Business Combination, each share of Vincerx Pharma common stock was canceled, and the Vincera Pharma stockholders received (i) 0.570895 shares of common stock, for each share of Vincera Pharma common stock held by them immediately prior to the effective time of the Business Combination and (ii) certain rights to Earnout Shares after the closing of the Business Combination.

The Vincera Pharma stockholders are entitled to receive Earnout Shares if the daily volume-weighted average price of the Company’s common stock equals or exceeds the following prices for any 20 trading days within any

30 trading-day period

following the closing of the Business Combination: (1) during any such trading period prior to the 42 month anniversary of the closing of the Business Combination, upon achievement of a daily volume-weighted average price of at least $20.00 per share, such number of shares of the Company’s common stock as equals the quotient of $20.0 million divided by the Closing Price Per Share; (2) during any such trading period prior to the six year anniversary of the closing, upon achievement of a daily volume-weighted average price of at least $35.00 per share, such number of shares of the Company’s common stock as equals the quotient of $20.0 million divided by the Closing Price Per Share; and (3) during any such trading period prior to the eight year anniversary of the closing, upon achievement of a daily volume-weighted average price of at least $45.00 per share, such number of shares of the Company’s common stock as equals the quotient of $20.0 million divided by the Closing Price Per Share. A total of 90.6% of (rounded to the nearest whole share) of the Earnout Shares then earned and issuable shall be issued to the Vincera Pharma stockholders on

a pro-rata basis

based on the percentage of the number of shares of Vincera Pharma common stock owned by them immediately prior to the closing of the Business Combination, and the remaining Earnout Shares that would otherwise have been issuable shall not be issuable to the Vincera Pharma stockholders but in lieu thereof the number of authorized shares available for issuance under the Company’s 2020 Stock Incentive Plan (the “2020 Plan”) shall be automatically increased by an equivalent number of shares of the Company’s common stock.

The Business Combination is accounted for as a reverse recapitalization in accordance with GAAP. Under this method of accounting, LSAC was treated as the “acquired” company and Vincerx Pharma is treated as the acquirer for financial reporting purposes. Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Vincera Pharma issuing stock for the net assets of LSAC, accompanied by a recapitalization. The net assets of LSAC were stated at historical cost, with no goodwill or other intangible assets recorded.

The following table reconciles the elements of the Business Combination to the Statement of Cash Flows and the Statement of Stockholders’ Equity (Deficit) for the year ended December 31, 2020 (amounts in thousands):


Cash - LSAC trust	$	65,699
Cash - LSAC cash assumed		213
Less: transaction costs and advisory fees		(1,395	)
Less: accrued transaction costs and advisory fees		(447	)

Net cash contributions from Business Combination	$	64,070

The number of shares of common stock issued immediately following the consummation of the Business Combination (amounts in thousands):


LSAC’s public stockholders			6,564
LSAC’s initial stockholders			1,640
Vincera Pharma stockholders			5,500
Other			280

Total shares of common stock immediately after Business Combination			13,984

Bayer License Agreement

12 Months Ended

Dec. 31, 2020

Bayer License Agreement [Abstract]

Bayer License Agreement

4. Bayer License Agreement

On October 7, 2020, Vincerx Pharma entered into the Bayer License Agreement, which became effective on December 23, 2020 upon the closing of the Business Combination. Pursuant to the Bayer License Agreement, Vincerx Pharma has an exclusive, worldwide, royalty-bearing license under certain Bayer patents

and know-how to

develop, use, manufacture, commercialize, sublicense and distribute (i) a clinical-stage small molecule drug platform, including a PTEFb inhibitor compound, and (ii) a preclinical stage bioconjugations/next-generation ADC platform, including next-generation ADC compounds.

Following the closing of the Business Combination, the Company paid Bayer a $5.0 million upfront license fee on January 5, 2021. As of December 31, 2020, the Company recorded a $5.0 million license payable to Bayer.

If the Company achieves all of the development and commercial sales milestones for license products under the Bayer License Agreement for each of the countries and disease indications, the Company would be obligated to pay milestone payments that range from $110.0 million to up to $318.0 million per licensed product, and upon successful commercialization of at least five licensed products, the Company could be required to pay aggregate milestone payments in excess of $1 billion. In addition to milestone payments, the Company is also required to pay Bayer under the Bayer License Agreement ongoing royalties in the single digit to low double-digit percentage range on net commercial sales of licensed products.

Notes Payable to Related Party

12 Months Ended

Dec. 31, 2020

Notes Payable to Related Party

5. Notes Payable to Related Party

On August 9, 2020, Vincera Pharma entered into a promissory note with Dr. Raquel E. Izumi, one of its founders (the “Holder”). The principal amount is up to $1.0 million or the amount of outstanding advances made by the Holder to the Company. The Company agreed to pay the Holder a $20,000 origination fee and interest shall accrue at 7%. The maturity date is August 9, 2023.

Between August and December 31, 2020, the Company received $300,000 from the Holder under this note agreement.

On December 23, 2020, the Company repaid $325,000 to the Holder, including the $20,000 origination fee and $5,000 of outstanding interest. As of December 31, 2020, there are no amounts outstanding under this note agreement.

Commitments and Contingencies

12 Months Ended

Dec. 31, 2020

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

6. Commitments and Contingencies

Litigation

The Company is not currently a party to any material legal proceedings and is not aware of any pending or threatened claims. From time to time, the Company may be subject to various legal proceedings and claims that arise in the ordinary course of its business activities.

Commitments

On December 23. 2020, the Company entered into a

5-year

term lease agreement which commenced on January 1, 2021. The annual rent expense is approximately $847,000.

The Company’s future minimum lease payments are as follows as of December 31, 2020 (in thousands):


Year Ended December 31,
2021	$	248
2022		807
2023		1,020
2024		1,060
2025		1,102

Total	$	4,237

Stockholders' Equity

12 Months Ended

Dec. 31, 2020

Equity [Abstract]

Stockholders' Equity

7. Stockholders’ Equity

The Company’s Certificate of Incorporation authorizes the issuance of 120,000,000 shares of common stock, $0.0001 par value per share and 30,000,000 shares of undesignated preferred stock, $0.0001 par value per share.

As of December 31, 2020 and 2019, there

were 13,984,441 shares of common stock (which include 2,744,586

shares of common stock constituting part of the units) and 5,196,000 shares of common stock, respectively,

and no shares of preferred stock outstanding.

Founders Shares

Vincera Pharma’s three founders (the “Founders”) were each issued 1,618,199

shares (2,834,497 shares prior to the effects of the reverse merger) of Vincera Pharma’s common stock (the “Founders Shares”), in August 2019. The Founders had not paid the Company for the aggregate par value for their Founder Shares as of December 31, 2019. All amounts owed for the issuance of these Founders Shares were settled in cash in July 2020.

Restricted Shares

Between July and August 2019, Vincera Pharma issued 471,850

shares (826,510 shares prior to the effects of the reverse merger) of restricted stock at par value to certain management persons. All amounts owed for the issuance of these restricted shares were settled in cash in July 2020. The grant date fair value of this restricted stock was approximately

$6,000.

In May 2020, Vincera Pharma issued an additional 173,552

shares (304,000 shares prior to the effects of the reverse merger) of restricted stock at a fair value of

$0.07 per share in exchange for services.

Pursuant to these restricted share agreements, the term vesting represents the expiration of Vincera Pharma’s repurchase right for the underlying shares.

As of December 31, 2020, there was approximately $13,000 of unrecognized stock-based compensation related to restricted stock that will be amortized in 3.4 years.

A summary of restricted stock activity for the year ended December 31, 2020 and period ended 2019 is presented below:


	Number of Shares			Weighted Average Grant Date Fair Value per Share
Nonvested at March 1, 2019 (date of inception)		—		$	—
Restricted stock granted		471,850			0.012
Vested		(95,943	)		—

Nonvested at December 31, 2019		375,907			0.012
Restricted stock granted		173,552			0.07
Vested		(188,291	)		—

Nonvested at December 31, 2020		361,168		$	0.016

Warrants

As of December 31, 2020, there were 10,133,767 warrants to purchase common stock outstanding, consisting of 6,563,767 public warrants (which include 2,744,586 public warrants constituting part of the units) and 3,570,000

private warrants. Each unit consists of one share of common stock and one public warrant exercisable for one-half of one share of common stock.

Each public warrant entitles the registered holder to

purchase one-half (1/2)

of a share of common stock at a price of $11.50 per whole share of common stock, subject to adjustment as discussed below, at any time commencing on the later of one year after the closing of the initial public offering of LSAC or the consummation of a business combination. The warrants will expire at 5:00 p.m., New York City time, on December 23, 2025 (five years from the closing of the Company’s initial business combination).

The private warrants are identical to the warrants underlying the units except that (i) each private warrant is exercisable for one share of common stock at an exercise price of $11.50 per share and (ii) such private warrants will be exercisable for cash (even if a registration statement covering the shares of common stock issuable upon exercise of such private warrants is not effective) or on a cashless basis, at the holder’s option (except with respect to 500,000 of the private warrants held by Rosedale Park, LLC and 500,000 of the private warrants held by LifeSci Holdings LLC, which were amended to remove the cashless exercise provision), and will not be redeemable by us (except with respect to 500,000 of the private warrants held by Rosedale Park, LLC and 500,000 of the private warrants held by LifeSci Holdings LLC, which were amended to include a redemption provision substantially identical to that of the public warrants; provided, however, that such redemption rights may not be exercised during the first 12 months following the closing of the Business Combination unless the last sales price of the Company’s common stock has been equal to or greater than $20.00 per share for any 20 trading days within a 30 trading day period ending on the third business day prior to the date on which notice of redemption is given), in each case so long as they are still held by the initial purchasers or their affiliates. The private warrants purchased by Rosedale Park, LLC, will expire on March 5, 2025, provided that once the private warrants are not beneficially owned by Chardan Capital Markets, LLC or any of its related persons anymore, the private warrants may not be exercised five years following the completion of the Company’s initial business combination.

The public warrants and private warrants were determined to be equity classified in accordance with ASC 815, Derivatives and Hedging.

Equity Incentive Plans

12 Months Ended

Dec. 31, 2020

Share-based Payment Arrangement [Abstract]

Equity Incentive Plans

8. Equity Incentive Plans

In connection with the Business Combination, the stockholders approved the 2020 Plan, which became effective upon the closing of the Business Combination on December 23, 2020. As of December 31, 2020, the Company had 2,790,824 shares of common stock reserved for issuance under the 2020 Plan.

The 2020 Plan allows for the grant of stock options and rights to acquire restricted stock to employees, directors and consultants of the Company. The terms and conditions of specific awards are set at the discretion of the Company’s board of directors. Options granted under the 2020 Plan expire no later than 10 years from the date of grant. Unvested common shares obtained upon early exercise of options are subject to repurchase by the Company at the original issue price.

Stock option activity under the Plan is as follows (amounts in thousands, except per share amount):


	Stock Options		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in years)		Aggregate Intrinsic Value
Outstanding at January 1, 2020		—	$	—		—	$	—
Options granted		1,048		19.00		10.0		—

Outstanding at December 31, 2020		1,048	$	19.00		10.0	$	—

Options vested and exercisable at December 31, 2020		349	$	19.00		10.0	$	—

Stock-based compensation expense is based on the grant-date fair value. The Company recognizes compensation expense for all stock-based awards on a straight-line basis over the requisite service period of the awards, which is generally the option vesting term of three years.

The Company recognized stock-based compensation of approximately $4.4 million and approximately $1,000 during the year ended December 31, 2020 and for the period from March 1, 2019 (date of inception) through December 31, 2019, respectively.

As of December 31, 2020, the Company had stock-based compensation of approximately $8.1 million related to unvested stock options not yet recognized that are expected to be recognized over an estimated weighted average period of 2.0 years.

The following weighted average assumptions were used as inputs to the Black-Scholes option valuation model in determining the estimated grant-date fair value of the Company’s stock options granted during the year ended December 31, 2020:


	December 31, 2020
Exercise price	$	19.00
Expected term (years)		5.5
Volatility (annual)		75.5	%
Risk-free rate		0.4	%
Dividend yield (per share)		0	%

Total stock-based compensation expense recognized in the accompanying consolidated statements of operations for stock option awards is as follows (amounts in thousands):


	For the Year ended December 31, 2020
Research and development	$	2,053
General and administrative		2,329

Total stock-based compensation expense	$	4,382

Net Loss per Share Applicable to Common Stockholders

12 Months Ended

Dec. 31, 2020

Earnings Per Share [Abstract]

Net Loss per Share Applicable to Common Stockholders

9. Net Loss per Share Applicable to Common Stockholders

Basic loss per common share is computed by dividing net loss by the weighted average number of common shares outstanding during the reporting period. Diluted loss per common share is computed similarly to basic loss per common share except that it reflects the potential dilution that could occur if dilutive securities or other obligations to issue common stock were exercised or converted into common stock.

The following table sets forth the computation of loss per share for the years ended December 31, 2020 and for the period from March 1, 2019 (date of inception) through December 31, 2019, respectively (amounts in thousands, except per share number):


	For the Year Ended December 31, 2020			For the Period from March 1, 2019 (date of inception) to December 31, 2019
Numerator:
Net loss	$	(10,722	)	$	(45	)

Denominator:
Weighted average common shares outstanding, basic and diluted		5,252			4,464

Net loss per common share, basic and diluted	$	(2.04	)	$	(0.01	)

The following table presents the potential common stock outstanding that was excluded from the computation of diluted net loss per share of common stock as of the periods presented because including them would have been antidilutive:


	For the Year Ended December 31, 2020		For the Period from March 1, 2019 (date of inception) to December 31, 2019
Options outstanding		1,048		—
Warrants		10,134		—

Total		11,182		—

Income Taxes

12 Months Ended

Dec. 31, 2020

Income Tax Disclosure [Abstract]

Income Taxes

10. Income Taxes

The Company has no provision for income taxes for the year ended December 31, 2020 and for the period from March 1, 2019 (date of inception) to December 31, 2019. The Company has no current tax expense from losses and no deferred expense from the valuation allowance.

A reconciliation from the U.S. statutory rate of 21% to the effective rate is as follows:


	For the Year Ended December 31, 2020			For the Period from March 1, 2019 (date of inception) to December 31, 2019
Statutory federal income tax rate		21.0	%		21.0	%
State taxes, net of federal tax benefit		7.0	%		7.0	%
Change in valuation allowance		(28.0	%)		(28.0	%)

Income taxes provision (benefit)		0.0	%		0.0	%

Significant components of the Company’s net deferred tax assets as of December 31, 2020 and 2019, are as follows (amounts in thousands):


	As of December 31,
	2020			2019
Deferred tax assets:
Amortization	$	1		$	—
Stock-based compensation		1,226			—

Research and development credit		3			—
Startup costs		—			13
Net operating loss		1,785			—

Total deferred income tax assets		3,015			13

Total deferred income tax liabilities		—			—

Net deferred income tax assets		3,015			13
Valuation allowance		(3,015	)		(13	)

Deferred tax asset, net of allowance	$	—		$	—

Recognition of deferred tax assets is appropriate when realization of such assets is more likely than not. Based upon the weight of available evidence, which includes the Company’s historical operating performance, cumulative net losses, and projected future losses, the Company has provided a full valuation allowance against its deferred tax assets. The Company’s valuation allowance increased by $3.0 million for the year ended December 31, 2020.

At December 31, 2020, the Company had federal and state

net operating loss

carryforwards of approximately $4.6 million. The federal net operating loss carryforwards can be carried forward indefinitely. For the year ended December 31, 2020 and for the period from March 1, 2019 (date of inception) to December 31, 2019, the Company has used a 100% apportionment factor for California net operating losses.

A portion of the state net operating

loss carryforwards will expire beginning in 2039, if not utilized.

As of December 31, 2020, the Company also has Federal and California research and development credits of $1,820 and $1,365, respectively. The federal tax credit carryforwards will expire beginning in 2039, if not utilized. The state tax credit carryforwards do not expire.

Utilization of net operating losses and tax credit carryforwards may be limited by the “ownership change” rules, as defined in Section 382 of the Internal Revenue Code (any such limitation, a “Section 382 limitation”). Similar rules may apply under state tax laws. The Company has not performed an analysis to determine whether an “ownership change” occurred from inception to December 31, 2020. The utilization of a portion of the Company’s net operating losses and credit carryforwards in any taxable year could be limited. However, any Section 382 limitations are not expected to result in a permanent loss of the net operating losses and credit carryforwards. As such, a reduction to the Company’s gross deferred tax asset for its net operating loss and tax credit carryforwards is not necessary prior to considering the valuation allowance.

ASC

740-10,

Income Taxes

, prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of uncertain tax positions taken or expected to be taken in the Company’s income tax return and also provides guidance on

de-recognition,

classification, interest and penalties, accounting in interim periods, disclosure, and transition. The Company had not identified any unrecognized tax benefit in accordance with ASC

740-10.

The federal and state income tax returns are open under the statute of limitations subject to tax examinations for the tax years ended December 31, 2020 and 2019. To the extent the Company has tax attribute carryforwards, the tax year in which the attribute was generated may still be adjusted upon examination by the IRS or state tax authorities to the extent utilized in a future period.

On March 27, 2020 and December 27, 2020, the United States enacted the Coronavirus Aid, Relief, and Economic Security (CARES) Act and the Consolidated Appropriation Act (CAA), respectively, which contain among other matters, numerous income tax provisions. Some of these tax provisions are expected to be effective retroactively for years ending before the date of enactment. The Company has evaluated the current legislation and does not anticipate the CARES Act or the CAA to have a material impact on its consolidated financial statements.

On June 29, 2020, California’s Governor Newsom signed AB85 suspending California net operating loss utilization and imposing a cap on the amount of business incentives tax credits (R&D credit) for tax years 2020-2022. Given an expected tax loss for 2020, the suspension does not have a material impact on the Company’s provision for income taxes in its consolidated financial statements.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

Subsequent Events

12 Months Ended

Dec. 31, 2020

Subsequent Events [Abstract]

Subsequent Events

11. Subsequent Events

As mentioned in Note 6 above, the Company’s office lease agreement became effective on January 1, 2021. Upon adoption of ASU

2016-02,

Leases (Topic 842) and upon occupancy, the Company expects to record

right-of-use

assets and lease liabilities of approximately $3.3 million, which represents the discounted cash flows of this operating lease as of the commencement date.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2020

Accounting Policies [Abstract]

Basis of Presentation

Emerging Growth Company

Use of Estimates

Concentration of Credit Risk

Concentrations of Credit Risk

Cash and Cash Equivalents

Management considers all highly liquid investments with an insignificant interest rate risk and original maturities of three months or less to be cash equivalents.

Fair Value Measurement

Level 1 – Quoted prices in active markets for identical assets or liabilities that the entity has the ability to access.

Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities.

Segments

Research and Development Costs

Research and Development Cost

The Company expenses research and development costs as operating expenses as incurred. These expenses include acquired

in-process

research and development expenses for which there is no alternative future use, salaries for research and development personnel, consulting fees, product development,

pre-clinical

studies, clinical trial costs, and other fees and costs related to the development of the technology.

Stock-Based Compensation

The Company adopted ASU

2018-07,

non-employees,

including stock options and restricted shares, based on estimated fair values recognized over the requisite service period.

non-standard

terms.

The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected life of the option.

Income Taxes

Comprehensive Income or Loss

Net Loss per Share of Common Stock

Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period.

Recent Accounting Pronouncements

In December 2019, the FASB issued

ASU 2019-12,

Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes

, which is intended to simplify various aspects related to accounting for income taxes.

ASU 2019-12 removes

In August 2020, the FASB issued

ASU 2020-06,

Debt—Debt with Conversion and Other Options (Subtopic

470-20)

and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic

815-40):

Accounting for

Convertible Instruments and Contracts in an Entity’s Own Equity

Business Combination (Tables)

12 Months Ended

Dec. 31, 2020

Business Combinations [Abstract]

Schedule Of Business Combination Cash Flow Reconcilation


Cash - LSAC trust	$	65,699
Cash - LSAC cash assumed		213
Less: transaction costs and advisory fees		(1,395	)
Less: accrued transaction costs and advisory fees		(447	)

Net cash contributions from Business Combination	$	64,070

Details Of Shares issued Post Business Combination

The number of shares of common stock issued immediately following the consummation of the Business Combination (amounts in thousands):


LSAC’s public stockholders			6,564
LSAC’s initial stockholders			1,640
Vincera Pharma stockholders			5,500
Other			280

Total shares of common stock immediately after Business Combination			13,984

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2020

Contractual Obligation, Fiscal Year Maturity [Abstract]

Summary of Future Minimum Lease Payments

The Company’s future minimum lease payments are as follows as of December 31, 2020 (in thousands):


Year Ended December 31,
2021	$	248
2022		807
2023		1,020
2024		1,060
2025		1,102

Total	$	4,237

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2020

Equity [Abstract]

Summary of Restricted Stock Activity

A summary of restricted stock activity for the year ended December 31, 2020 and 2019 is presented below:


	Number of Shares			Weighted Average Grant Date Fair Value per Share
Nonvested at March 1, 2019 (date of inception)		—		$	—
Restricted stock granted		471,850			0.012
Vested		(95,943	)		—

Nonvested at December 31, 2019		375,907			0.012
Restricted stock granted		173,552			0.07
Vested		(188,291	)		—

Nonvested at December 31, 2020		361,168		$	0.016

Equity Incentive Plans (Tables)

12 Months Ended

Dec. 31, 2020

Share-based Payment Arrangement [Abstract]

Summary of Stock Option Activity

Stock option activity under the Plan is as follows (amounts in thousands, except per share amount):


	Stock Options		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in years)		Aggregate Intrinsic Value
Outstanding at January 1, 2020		—	$	—		—	$	—
Options granted		1,048		19.00		10.0		—

Outstanding at December 31, 2020		1,048	$	19.00		10.0	$	—

Options vested and exercisable at December 31, 2020		349	$	19.00		10.0	$	—

Summary of Weighted-Average Assumptions Used to Estimate Fair Value of Stock Options and Restricted Stock Awards using Black-Scholes Option Valuation Model


	December 31, 2020
Exercise price	$	19.00
Expected term (years)		5.5
Volatility (annual)		75.5	%
Risk-free rate		0.4	%
Dividend yield (per share)		0	%

Summary of Stock Based Compensation Expense

Total stock-based compensation expense recognized in the accompanying consolidated statements of operations for stock option awards is as follows (amounts in thousands):


	For the Year ended December 31, 2020
Research and development	$	2,053
General and administrative		2,329

Total stock-based compensation expense	$	4,382

Net Loss per Share Applicable to Common Stockholders (Tables)

12 Months Ended

Dec. 31, 2020

Earnings Per Share [Abstract]

Summary of Earnings Per Share, Basic and Diluted


	For the Year Ended December 31, 2020			For the Period from March 1, 2019 (date of inception) to December 31, 2019
Numerator:
Net loss	$	(10,722	)	$	(45	)

Denominator:
Weighted average common shares outstanding, basic and diluted		5,252			4,464

Net loss per common share, basic and diluted	$	(2.04	)	$	(0.01	)

Summary of Potential Common Stock Outstanding that was excluded from the Computation of Diluted Net Loss Per Share of Common Stock


	For the Year Ended December 31, 2020		For the Period from March 1, 2019 (date of inception) to December 31, 2019
Options outstanding		1,048		—
Warrants		10,134		—

Total		11,182		—

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2020

Income Tax Disclosure [Abstract]

Schedule of Effective Income Tax Rate Reconciliation

A reconciliation from the U.S. statutory rate of 21% to the effective rate is as follows:


	For the Year Ended December 31, 2020			For the Period from March 1, 2019 (date of inception) to December 31, 2019
Statutory federal income tax rate		21.0	%		21.0	%
State taxes, net of federal tax benefit		7.0	%		7.0	%
Change in valuation allowance		(28.0	%)		(28.0	%)

Income taxes provision (benefit)		0.0	%		0.0	%

Schedule of Net Deferred Tax Assets

Significant components of the Company’s net deferred tax assets as of December 31, 2020 and 2019, are as follows (amounts in thousands):


	As of December 31,
	2020			2019
Deferred tax assets:
Amortization	$	1		$	—
Stock-based compensation		1,226			—

Research and development credit		3			—
Startup costs		—			13
Net operating loss		1,785			—

Total deferred income tax assets		3,015			13

Total deferred income tax liabilities		—			—

Net deferred income tax assets		3,015			13
Valuation allowance		(3,015	)		(13	)

Deferred tax asset, net of allowance	$	—		$	—

Nature of Business - Additional Information (Details)	12 Months Ended
Nature of Business - Additional Information (Details)	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Incorporation date	Dec. 19, 2018
Date of merger agreement	Sep. 25, 2020
Date of effective combination	Dec. 23, 2020

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Summary Of Significant Accounting Policies [Line Items]
Unrecognized tax benefits	$ 0	$ 0
Accrued for interest and penalties	$ 0	$ 0

Business Combination - Additional Information (Details) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2020 USD ($) $ / shares
Business Acquisition [Line Items]
Business combination share issue ratio	0.570895
Vincera Pharma
Business Acquisition [Line Items]
Number of consecutive trading days	20 days
Number of trading days	30 days
Percentage of the earnout shares to be issued to the shareholders of the acquiree company	90.60%
Vincera Pharma \| Volume Weighted Average Price One
Business Acquisition [Line Items]
Daily volume weighted average price per share \| $ / shares	$ 20.00
Base amount for determining daily volume weighted average price per share \| $	$ 20.0
Vincera Pharma \| Volume Weighted Average Price Two
Business Acquisition [Line Items]
Daily volume weighted average price per share \| $ / shares	$ 35.00
Base amount for determining daily volume weighted average price per share \| $	$ 20.0
Vincera Pharma \| Volume Weighted Average Price Three
Business Acquisition [Line Items]
Daily volume weighted average price per share \| $ / shares	$ 45.00
Base amount for determining daily volume weighted average price per share \| $	$ 20.0

Business Combination - Schedule Of Business Combination Cash Flow Reconcilation (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2020 USD ($)
Business Combinations [Abstract]
Cash - LSAC trust	$ 65,699
Cash - LSAC cash assumed	213
Less: transaction costs and advisory fees	(1,395)
Less: accrued transaction costs and advisory fees	(447)
Net cash contributions from Business Combination	$ 64,070

Business Combination - Details Of Shares issued Post Business Combination (Details) - shares	1 Months Ended	12 Months Ended
	Aug. 31, 2019	Dec. 31, 2020
Business Acquisition [Line Items]
Stock issued	1,618,199
After Business Combination
Business Acquisition [Line Items]
Stock issued		13,984,000
After Business Combination \| Public Stockholders
Business Acquisition [Line Items]
Stock issued		6,564,000
After Business Combination \| Initial Stockholders
Business Acquisition [Line Items]
Stock issued		1,640,000
After Business Combination \| Vincera Pharma Stockholders
Business Acquisition [Line Items]
Stock issued		5,500,000
After Business Combination \| Others
Business Acquisition [Line Items]
Stock issued		280,000

Bayer License Agreement - Additional Information (Details) - USD ($) $ in Thousands		12 Months Ended
	Jan. 05, 2021	Dec. 31, 2020
Bayer License Agreement [Line Items]
Date of licence agreement with Bayer		Oct. 07, 2020
Licence fee payable to Bayer		$ 5,000
Aggregate milestone payments Payable to Bayer		1,000,000
Maximum [Member]
Bayer License Agreement [Line Items]
Milestone payments payables per licenced product to Bayer		318,000
Minimum [Member]
Bayer License Agreement [Line Items]
Milestone payments payables per licenced product to Bayer		$ 110,000
Subsequent Event [Member]
Bayer License Agreement [Line Items]
Licence fee paid to Bayer	$ 5,000

Notes Payable to Related Party - Additional Information (Details) - Holder - Promissory Note - USD ($) $ in Thousands		5 Months Ended
	Dec. 23, 2020	Dec. 31, 2020	Aug. 09, 2020
Related Party Transaction [Line Items]
Origination fee			$ 20,000
Interest percentage			7.00%
Amount received from Holders		$ 300,000
Repayment of loan to Holder	$ 325,000
Loan origination fee paid	20,000
Interest paid to Holder	$ 5,000
Outsanding Note payable to Holder		$ 0
Debt instrument principal amount			$ 1,000

Commitments and Contingencies - Additional Information (Details) - USD ($)	Dec. 31, 2020	Dec. 23, 2020
Loss Contingencies [Line Items]
Duration of lease agreement		5 years
Date of lease Commencement		Jan. 01, 2021
Annual lease rent	$ 847,000

Commitments and Contingencies - Summary of Future Minimum Lease Payments (Details) $ in Thousands	Dec. 31, 2020 USD ($)
Contractual Obligation, Fiscal Year Maturity [Abstract]
2021	$ 248
2022	807
2023	1,020
2024	1,060
2025	1,102
Total	$ 4,237

Stockholders' Equity - Schedule of Restricted Stock Activity (Details) - Restricted Stock - $ / shares		10 Months Ended	12 Months Ended
	Mar. 01, 2019	Dec. 31, 2019	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Beginning balance, Shares	0	0	375,907
Restricted stock granted, Shares		471,850	173,552
Vested, Shares		(95,943)	(188,291)
Ending balance, Shares		375,907	361,168
Beginning balance, Weighted Average	$ 0	$ 0
Restricted stock granted, Weighted Average	0.012		$ 0.07
Vested, Weighted Average	0		0
Ending balance, Weighted Average	$ 0.012		$ 0.016

Stockholders' Equity - Additional Information (Details)			1 Months Ended	2 Months Ended	10 Months Ended	12 Months Ended
Stockholders' Equity - Additional Information (Details)	May 31, 2020 $ / shares shares	Jul. 31, 2019 shares	Aug. 31, 2019 shares	Aug. 31, 2019 $ / shares shares	Dec. 31, 2019 $ / shares shares	Dec. 31, 2020 USD ($) $ / shares shares
Class Of Stock [Line Items]
Preferred stock shares authorized					30,000,000	30,000,000
Preferred stock par value \| $ / shares					$ 0.0001	$ 0.0001
Preferred stock shares outstanding					0	0
Common stock shares authorized					120,000,000	120,000,000
Common stock par value \| $ / shares					$ 0.0001	$ 0.0001
Unrecognized stock based compensation \| $						$ 8.1
Amotization period of unrecognized stock based compensation						2 years
No of Warrents outstanding						10,133,767
Common stock shares issued					5,196,000	13,984,441
Common unit outstanding						2,744,586
Issuance of common stock			1,618,199
Public Warrant
Class Of Stock [Line Items]
No of Warrents outstanding						6,563,767
No of Warrents outstanding						2,744,586
Common stock conversion						purchase one-half (1/2) of a share of common stock at a price of $11.50 per whole share of common stock
Shares issued price per warrant \| $ / shares						$ 11.50
Private Warrants
Class Of Stock [Line Items]
No of Warrents outstanding						3,570,000
Common stock conversion						each private warrant is exercisable for one share of common stock at an exercise price of $11.50
Shares issued price per warrant \| $ / shares						$ 11.50
Warrant expiration term						5 years
Class of warrant or right redemption threshold trading days						20 days
Class of warrant or right redemption threshold consecutive trading days						30 days
Private Warrants \| Rosedale Park LLC [Member]
Class Of Stock [Line Items]
Class of warrents exercised						500,000
Warrents expiration date						Mar. 05, 2025
Private Warrants \| LifeSci Holdings LLC [Member]
Class Of Stock [Line Items]
Class of warrents exercised						500,000
Restricted Stock
Class Of Stock [Line Items]
Unrecognized stock based compensation \| $						$ 13,000
Amotization period of unrecognized stock based compensation						3 years 4 months 24 days
Stock Issued During Period, Shares, Reverse Stock Splits				826,510
Issuance of restricted stock, Shares				471,850
Fair value of restricted stock \| $ / shares				$ 6,000
Stock issued for services	173,552
Stock issued per share \| $ / shares	$ 0.07
Restricted Stock \| Vincera Pharma [Member]
Class Of Stock [Line Items]
Stock Issued During Period, Shares, Reverse Stock Splits	304,000
Founders Shares [Member]
Class Of Stock [Line Items]
Stock Issued During Period, Shares, Reverse Stock Splits		2,834,497
Common Stock
Class Of Stock [Line Items]
Issuance of restricted stock, Shares					827	304
Common Stock \| Public Warrant
Class Of Stock [Line Items]
Stockholders' Equity Note, Stock Split, Conversion Ratio						5.75
Common Stock \| Private Warrants
Class Of Stock [Line Items]
Share redemption trigger price \| $ / shares						$ 20.00

Equity Incentive Plans - Additional Information (Details) - USD ($)	10 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock based compensation		$ 8.1
Amotization period of unrecognized stock based compensation		2 years
Stock based compensation expense	$ 1,000	$ 4,382,000
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock based compensation		$ 13,000
Amotization period of unrecognized stock based compensation		3 years 4 months 24 days
Stock based compensation expense	$ 1,000	$ 4,400,000
Twenty Thousand Twenty Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares of common stock reserved for issuance		2,790,824

Equity Incentive Plans - Schedule of Stock Option Activity (Details)	12 Months Ended
	Dec. 31, 2020 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options granted, Stock Options \| shares	1,048,000
Outstanding, Stock Options \| shares	1,048,000
Options vested and exercisable, Stock Options \| shares	349,000
Options granted, Weighted Average Exercise Price \| $ / shares	$ 19.00
Outstanding, Weighted Average Exercise Price \| $ / shares	19.00
Options vested and exercisable, Weighted Average Exercise Price \| $ / shares	$ 19.00
Options granted, Weighted Average Remaining Contractual Life	10 years
Outstanding, Outstanding, Weighted Average Remaining Contractual Life	10 years
Options vested and exercisable, Weighted Average Remaining Contractual Life	10 years

Equity Incentive Plans - Schedule of Weighted-Average Assumptions Used to Estimate Fair Value of Stock Options and Restricted Stock Awards using Black-Scholes Option Valuation Model (Details)	12 Months Ended
	Dec. 31, 2020 $ / shares
Share-based Payment Arrangement [Abstract]
Exercise price	$ 19,000
Expected term (years)	5 years 6 months
Volatility (annual)	75.50%
Risk-free rate	0.40%
Dividend yield (per share)	0.00%

Equity Incentive Plans - Schedule of Employee Service Share Based Compensation Allocation of Recognized Period Costs (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2020 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Payment Arrangement, Expense	$ 4,382
Research and Development [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Payment Arrangement, Expense	2,053
General and Administrative [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Payment Arrangement, Expense	$ 2,329

Net Loss per Share Applicable to Common Stockholders -  Schedule of Earnings Per Share Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands	10 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020
Earnings Per Share [Abstract]
Net loss	$ (45)	$ (10,722)
Denominator:
Weighted average common shares outstanding, basic and diluted	4,464	5,252
Net loss per common share, basic and diluted	$ (0.01)	$ (2.04)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1A
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121641772&loc=SL7669619-108580

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8924-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=109234566&loc=d3e22694-107794

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-URI http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=109234566&loc=d3e22694-107794

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=109222650&loc=SL51721683-107760

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=109234566&loc=d3e22595-107794

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1B
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121641772&loc=SL7669625-108580

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
-URI http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-URI http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227

Reference 13: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 28
-URI http://asc.fasb.org/extlink&oid=121586364&loc=d3e3602-108585

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
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-URI http://asc.fasb.org/extlink&oid=109234566&loc=d3e22663-107794

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
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-URI http://asc.fasb.org/extlink&oid=75031198&loc=d3e14064-108612

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8906-108599

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
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-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109234566&loc=d3e22583-107794

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
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-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
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Reference 21: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 22: http://www.xbrl.org/2003/role/disclosureRef
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Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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-Topic 250
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-URI http://asc.fasb.org/extlink&oid=109234566&loc=d3e22658-107794

+ Details

Net Loss per Share Applicable to Common Stockholders -  Schedule of Potential Common Stock Outstanding that was excluded from the Computation of Diluted Net Loss Per Share of Common Stock (Details) shares in Thousands	12 Months Ended
	Dec. 31, 2020 shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	11,182
Option Outstanding [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	1,048
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	10,134

Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details)	10 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Statutory federal income tax rate	21.00%	21.00%
State taxes, net of federal tax benefit	7.00%	7.00%
Change in valuation allowance	(28.00%)	(28.00%)
Income tax provision benefit	0.00%	0.00%

Income Taxes - Schedule of Deferred Tax Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Deferred tax asset
Amortization	$ 1
Stock-based compensation	1,226
Research and development credit	3
Startup costs		$ 13
Net operating loss	1,785
Total deferred income tax assets	3,015	13
Net deferred income tax assets	3,015	13
Valuation allowance	(3,015)	(13)
Deferred tax asset, net of allowance	$ 0	$ 0

Income Taxes - Additional Information (Details) - USD ($) $ in Thousands	10 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020
Operating Loss Carryforwards [Line Items]
Provision for income tax	$ 0	$ 0
Current tax expense		0
Deferred tax assets valuation allowance	$ 0	0
Increase in valuation allowance		3,000
Net operating loss carryforward		$ 4,600
Tax credit carry forward expiration year		2039
State
Operating Loss Carryforwards [Line Items]
Operating loss carry forward expiration year		2039
Research [Member] \| U.S. Federal
Operating Loss Carryforwards [Line Items]
Tax carry forward		$ 1,820
Research [Member] \| State
Operating Loss Carryforwards [Line Items]
Tax carry forward		$ 1,365

Subsequent Events - Additional Information (Details) - Accounting Standards Update 2016-02 [Member] - Subsequent Event [Member] $ in Millions	Jan. 01, 2021 USD ($)
Subsequent Event [Line Items]
Amount of right-of-use asset expected to be recorded after adoption of ASU 2016-02	$ 3.3
Amount of lease liability expected to be recorded of ASU 2016-02	$ 3.3