0001193125-21-327128 | 10-Q | XBRL Viewer

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Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2021	Oct. 31, 2021
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2021
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q3
Entity Registrant Name	Vincerx Pharma, Inc.
Entity Central Index Key	0001796129
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
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 Quarterly Report	true
Document Transition Report	false
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	VINC
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		21,021,075

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 122,796	$ 61,792
Prepaid expenses	452	1,104
Other current assets		214
Total Current Assets	123,248	63,110
Right-of-use assets	4,169
Property, plant and equipment	250
Other assets	1,758	82
Total Assets	129,425	63,192
Current Liabilities
Accounts payable	2,259	491
Accrued expenses	4,668
Lease liability	532
License payable		5,000
Due to related parties		14
Common stock warrant liabilities	17,703	32,308
Total Current Liabilities	25,162	37,813
Lease liability, net of current portion	3,637
Total Liabilities	28,799	37,813
Commitments and contingencies—Note 5
Stockholders' equity
Preferred stock, $0.0001 par value; 30,000,000 shares authorized, none issued and outstanding at September 30, 2021 and December 31, 2020
Common stock, $0.0001 par value; 120,000,000 shares authorized as of September 30, 2021 and December 31, 2020; 21,021,075 shares and 13,984,441 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively	2	1
Additional paid-in capital	150,142	42,043
Accumulated other comprehensive loss	(19)
Accumulated deficit	(49,499)	(16,665)
Total stockholders' equity	100,626	25,379
Total liabilities and stockholders' equity	$ 129,425	$ 63,192

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2021	Dec. 31, 2020
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	21,021,075	13,984,441
Common stock shares outstanding	21,021,075	13,984,441

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Operating expenses:
General and administrative	$ 5,720	$ 305	$ 17,206	$ 342
Research and development	12,211		27,743
Total operating expenses	17,931	305	44,949	342
Loss from operations	(17,931)	(305)	(44,949)	(342)
Other income (expense)
Change in fair value of warrant liabilities	(6,606)		12,102
Other income (expense)	13	(2)	13	(2)
Total other income (expense)	(6,593)	(2)	12,115	(2)
Net loss	(24,524)	(307)	(32,834)	(344)
Other comprehensive loss:
Net foreign currency translation loss	(19)		(19)
Comprehensive loss	$ (24,543)	$ (307)	$ (32,853)	$ (344)
Net loss per common share, basic and diluted	$ (1.39)	$ (0.06)	$ (2.06)	$ (0.07)
Weighted average common shares outstanding, basic and diluted	17,694	5,076	15,941	5,018

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands	Total	Common Stock	Subscription Receivable	Additional Paid-in Capital	Accumulated Other Comprehensive Loss	Accumulated Deficit
Beginning Balance at Dec. 31, 2019	$ (44)	$ 1	$ (1)	$ 1		$ (45)
Beginning Balance, Shares at Dec. 31, 2019		5,326
Proceeds from founders	1		16	(16)
Issuance of restricted stock			(15)	15
Issuance of restricted stock, Shares		174,000
Stock-based compensation related to restricted stock	4			4
Net loss	(344)					(344)
Ending Balance at Sep. 30, 2020	(384)	$ 1		4		(389)
Ending Balance, Shares at Sep. 30, 2020		5,500
Beginning Balance at Jun. 30, 2020	(80)	$ 1	(16)	17		(82)
Beginning Balance, Shares at Jun. 30, 2020		5,500
Proceeds from founders			$ 16	(16)
Stock-based compensation related to restricted stock	3			3
Net loss	(307)					(307)
Ending Balance at Sep. 30, 2020	(384)	$ 1		4		(389)
Ending Balance, Shares at Sep. 30, 2020		5,500
Beginning Balance at Dec. 31, 2020	25,379	$ 1		42,043		(16,665)
Beginning Balance, Shares at Dec. 31, 2020		13,984
Issuance of common stock from warrant exercises	40,671
Reclassification of warrant liabilities to equity due to warrant exercises for cash	2,503
Stock-based compensation	17,427
Ending Balance at Jan. 05, 2021	100,626
Beginning Balance at Dec. 31, 2020	25,379	$ 1		42,043		(16,665)
Beginning Balance, Shares at Dec. 31, 2020		13,984
Proceeds from founders	0
Issuance of common stock from private placement, net of transaction costs	47,499	$ 1		47,498
Issuance of common stock from private placement, net of transaction costs, Shares		3,500
Issuance of common stock from warrant exercises				40,671
Issuance of common stock from warrant exercises, Shares		3,537
Reclassification of warrant liabilities to equity due to warrant exercises for cash				2,503
Stock-based compensation				17,427
Cumulative translation adjustment	(19)				$ (19)
Net loss	(32,834)					(32,834)
Ending Balance at Sep. 30, 2021	100,626	$ 2		150,142	(19)	(49,499)
Ending Balance, Shares at Sep. 30, 2021		21,021
Beginning Balance at Jun. 30, 2021	71,595	$ 1		96,569		(24,975)
Beginning Balance, Shares at Jun. 30, 2021		17,521
Issuance of common stock from private placement, net of transaction costs	47,499	$ 1		47,498
Issuance of common stock from private placement, net of transaction costs, Shares		3,500
Stock-based compensation	6,075			6,075
Cumulative translation adjustment	(19)				(19)
Net loss	(24,524)			0		(24,524)
Ending Balance at Sep. 30, 2021	$ 100,626	$ 2		$ 150,142	$ (19)	$ (49,499)
Ending Balance, Shares at Sep. 30, 2021		21,021

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
Offering costs	$ 3,251	$ 3,251

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Cash flows from operating activities
Net loss	$ (32,834)	$ (344)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation	17,427	4
Amortization of right-of-use assets	(3)
Change in fair value of warrant liabilities	(12,102)
Changes in operating assets and liabilities:
Prepaid and other current assets	866
Other assets	(1,676)
Accounts payable	1,749	191
Accrued expenses	4,668
Due to related parties	(14)	5
Lease liabilities	3
Net cash used in operating activities	(21,916)	(144)
Cash Flows from Investing Activities:
Research and development-acquired license	(5,000)
Capital expenditures	(250)
Net cash used in investing activities	(5,250)
Cash Flows from Financing Activities:
Proceeds from private placement, net of transaction costs	47,499
Proceeds from warrants exercised for cash, net of redemption cost	40,671
Proceeds from Founders	0	1
Proceeds from issuance of notes payable to related parties	0	200
Payments of deferred offering costs	0	(21)
Net cash provided by financing activities	88,170	180
Net increase in cash and cash equivalents	61,004	36
Cash and cash equivalents at the beginning of the period	61,792
Cash and cash equivalents at the end of the period	122,796	36
Supplemental disclosure of cash flow information:
Cash paid for interest	25
Supplemental schedule of non-cash investing and financing activities:
Reclassification of warrant liabilities to equity due to warrant exercises for cash	2,503
Right-of-use assets obtained in exchange for operating lease liabilities	4,169
Deferred offering costs included in accounts payable	$ 0	$ 418

Nature of Business	9 Months Ended
Nature of Business	Sep. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business	NOTE 1. NATURE OF BUSINESS LSAC was initially formed on December 19, 2018 as a Delaware corporation for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. In December 2020, the Merger Sub merged with and into Legacy Vincera Pharma, with Legacy Vincera Pharma surviving the Merger as a wholly- owned subsidiary of LSAC. In connection with the Business Combination, LSAC changed its name to Vincera Pharma, Inc., and subsequently in January 2021, 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 3), 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 platform, which includes next-generation antibody-drug conjugates and small molecule drug conjugates. 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 continues to evaluate the impact of the COVID-19 pandemic on its current operations and future plans and takes appropriate measures to address any such impact, but there can be no assurance that these efforts will be successful and that the pandemic will not have negative effect on the Company’s financial position and results of its operations.

Summary of Significant Accounting Policies	9 Months Ended
Summary of Significant Accounting Policies	Sep. 30, 2021
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the rules and regulations of the SEC. They include the accounts of Vincerx and its wholly-owned subsidiaries VNRX Corp and Vincerx Pharma GmbH. All intercompany accounts and transactions have been eliminated. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2020 as filed with the SEC on May 14, 2021, which contains the audited financial statements and notes thereto. The financial information as of December 31, 2020 is derived from the audited financial statements presented in the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2020. The interim results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any future periods. 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 Legacy 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 Legacy 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. 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, common stock warrant liabilities 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. Significant Accounting Policies There have been no material changes in the Company’s significant accounting policies to those previously disclosed in the Company’s Annual Report on Form 10-K/A other than the additions below. Leases Effective January 1, 2021, the Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 842, Leases (“ASC 842”), using the required modified retrospective approach and utilizing the effective date as its date of initial application, for which prior periods are presented in accordance with the previous guidance in ASC 840, Leases (“ASC 840”). At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present in the arrangement. Most leases with a term greater than one year are recognized on the balance sheet as right-of-use assets and short-term and long-term lease liabilities, as applicable. The Company has elected not to recognize on the balance sheet leases with terms of 12 months or less. The Company typically only includes an initial lease term in its assessment of a lease arrangement. Options to renew a lease are not included in the Company’s assessment unless there is reasonable certainty that the Company will renew. Operating lease liabilities and their corresponding right-of-use assets are recorded based on the present value of lease payments over the expected remaining lease term. Certain adjustments to the right-of-use asset s may be required for items such as incentives received. The interest rate implicit in the Company’s leases is typically not readily determinable. As a result, the Company utilizes its incremental borrowing rate, which reflects the fixed rate at which the Company could borrow on a collateralized basis the amount of the lease payments in the same currency, for a similar term and in a similar economic environment. (See Note 6) In accordance with ASC 842, components of a lease should be allocated between lease components (e.g., land, building, etc.) and non-lease components (e.g., common area maintenance, consumables, etc.). The fixed and in-substance fixed contract consideration (including any consideration related to non-components) must be allocated based on the respective relative fair values to the lease components and non-lease components. Foreign Currency Translation and Transaction Gains and Losses Non-U.S. entity operations are recorded in the functional currency of each entity. Results of operations for non-U.S. dollar functional currency entities are translated into U.S. dollars using average currency rates. Assets and liabilities are translated using currency rates at period end. Foreign currency translation adjustments are recorded as a component of Accumulated Other Comprehensive Loss within stockholders’ equity. Foreign currency transaction gains and losses are recorded in Other income (expense), net, on our Condensed Consolidated Statements of Operations. Net foreign currency transaction gains and losses were not material for all periods presented. Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) in order to increase transparency and comparability among organizations by, among other provisions, recognizing lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under previous GAAP. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements, which provides entities an optional transition method to apply the guidance under Topic 842 as of the adoption date, rather than as of the earliest period presented. On January 1, 2021, the Company adopted Topic 842, and the adoption resulted in the recording of right-of-use assets and lease liabilities of approximately $3.3 million, which represents the discounted cash flows of the Company’s operating lease prior to the April 2021 lease amendment. 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. On January 1, 2021, the Company adopted this standard without any material impact on its condensed 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 consolidated financial statements and related disclosures.

Bayer License	9 Months Ended
Bayer License	Sep. 30, 2021
Bayer License [Abstract]
Bayer License	NOTE 3. BAYER LICENSE On October 7, 2020, the Company 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, the Company 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 bioconjugation platform, which includes next-generation antibody-drug conjugates and small molecule drug conjugates. Following the closing of the Business Combination, the Company paid Bayer a $5.0 million upfront license fee on January 5, 2021. 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. As of September 30, 2021, no development and commercial sales milestones under the Bayer License Agreement have been met.

Fair Value Measurements

9 Months Ended

Sep. 30, 2021

Fair Value Disclosures [Abstract]

Fair Value Measurements

NOTE 4. FAIR VALUE MEASUREMENT

The Company’s financial liabilities subject to fair value measurements on a recurring basis and the level of inputs used for such measurements were as follows (amounts in thousands):


	Fair Value Measured as of September 30, 2021
	Level 1		Level 2		Level 3		Total
Liabilities:
Common stock warrant liabilities	$	—	$	—	$	17,703	$	17,703

Total fair value	$	—	$	—	$	17,703	$	17,703


	Fair Value Measured as of December 31, 2020
	Level 1		Level 2		Level 3		Total
Liabilities:
Common stock warrant liabilities	$	—	$	—	$	32,308	$	32,308

Total fair value	$	—	$	—	$	32,308	$	32,308

The Company performs procedures such as comparing prices obtained from independent sources to ensure that appropriate fair values are recorded. Because the transfer of certain private warrants to anyone outside of a small group of individuals constituting the sponsors of LSAC would result in these private warrants having similar terms as the public warrants, management determined that the fair value of each of these private warrants is approximately double that of a public warrant, with a modest adjustment for short-term marketability restrictions. Accordingly, these private warrants are classified as Level 3 financial instruments. The estimated fair value of the private warrants is determined with Level 3 inputs using Black-Scholes and Monte Carlo simulations.

There were no transfers between Level 1, 2 or 3 during the three- and nine-month periods ended September 30, 2021.

The following table presents changes in Level 3 liabilities measured at fair value for the nine-month period ended September 30, 2021. Both observable and unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. Unrealized gains and losses associated with liabilities within the Level 3 category include changes in fair value that were attributable to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long-dated volatilities) inputs (in thousands).


	Warrant Liability
Balance – January 1, 2021	$	32,308
Reclassification of warrant liabilities due to warrant exercises		(2,503	)
Change in fair value		(12,102	)

Balance – September 30, 2021	$	17,703

A summary of the weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring the Company’s warrant liabilities that are categorized within Level 3 of the fair value hierarchy as of September 30, 2021 and December 31, 2020 is as follows:


	As of September 30, 2021			As of December 31, 2020
Stock price	$	16.17		$	20.91
Exercise price	$	11.50		$	11.50
Option term (years)		4.2			5.0
Volatility (annual)		29.3	%		29.4	%
Risk-free rate		0.8	%		0.4	%
Dividend yield (per share)		0	%		0	%

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Commitments and Contingencies

9 Months Ended

Sep. 30, 2021

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

NOTE 5. COMMITMENTS AND CONTINGENCIES

Leases

On December 23. 2020, the Company entered into a

5-year

term lease agreement which commenced on January 1, 2021. On April 1, 2021, the lease was amended to include additional space. The annual rent expense is approximately $1.1 million.

At September 30, 2021, the Company had operating lease liabilities of approximately $4.2 million and right of use assets of approximately $4.2 million, which were included in the condensed consolidated balance sheets.

The following summarizes quantitative information about the Company’s operating leases (amounts in thousands):


	For the Nine Months ended September 30, 2021
Lease cost
Operating lease cost	$	216
Variable lease cost		—

Total operating lease expense	$	216

Other information
Operating cash flows from operating leases	$	216
Right-of-use assets obtained in exchange for operating lease liabilities	$	4,169
Weighted-average remaining lease term – operating leases (years)		4.3
Weighted-average discount rate – operating leases		8	%

As of September 30, 2021, future minimum payments during the next five years and thereafter are as follows (in thousands):


Remaining period ended December 31, 2021	$	132
Year ended December 31, 2022		1,015
Year ended December 31, 2023		1,236
Year ended December 31, 2024		1,284
Year ended December 31, 2025		1,336

Total		5,003
Less present value discount		(834	)

Operating lease liabilities included in the Condensed Consolidated Balance Sheet at September 30, 2021	$	4,169

Stockholders' Equity

9 Months Ended

Sep. 30, 2021

Equity [Abstract]

Stockholders' Equity

NOTE 6. 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 September 30, 2021, and December 31, 2020, there were 21,021,075 shares of common stock and 13,984,441 shares of common stock (which include 2,744,586 shares of common stock constituting part of the units), outstanding, respectively, and no shares of preferred stock outstanding.

On April 5, 2021, the Company announced that it would redeem all of its outstanding public warrants to purchase shares of the Company’s common stock that were issued under the Warrant Agreement, dated March 5, 2020, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, as part of the units sold in the Company’s initial public offering, that remained outstanding and unexercised on May 5, 2021, the redemption date, at a redemption price of $0.01 per public warrant. In addition to the $6.1 million of cash received on April 1, 2021 from the exercise of public warrants in March 2021, prior to the redemption notice, the Company received additional proceeds of approximately $31.4 million from the exercise of additional public warrants during the redemption period. Prior to the redemption date, the units were each separated into one share of common stock and one public warrant. Pursuant to the redemption, a total of 40,491 public warrants were unexercised as of the redemption date and redeemed by the Company at the redemption price of $0.01 per public warrant.

During the nine months ended September 30, 2021, 275,000 private warrants were exercised for cash. The Company issued 275,000 shares of common stock and subsequently received approximately $3.2 million cash in April 2021.

In September 2021, the Company completed a private placement of 3.5 million shares of common stock at an offering price of $14.50 per share and raised proceeds of approximately $47.5 million, net of transaction costs of approximately $3.3 million.

Restricted Shares

A summary of restricted stock activity for the nine months ended September 30, 2021 is presented below:


	Number of Shares			Weighted Average Grant Date Fair Value per Share
Nonvested at January 1, 2021		361,168		$	0.036
Vested		(133,862	)		—

Nonvested at September 30, 2021		227,306		$	0.047

As of September 30, 2021, there was approximately $9,753 of unrecognized stock-based compensation related to restricted stock that will be amortized in 2.8 years.

Warrants

As of September 30, 2021, there were 3,295,000 private warrants to purchase common stock outstanding. After the redemption described above, no public warrants remained outstanding at September 30, 2021.

Each public warrant entitled 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. Prior to the redemption described above, the warrants would have expired 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 previously outstanding public warrants 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 the Company (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 previously outstanding public warrants and the private warrants issued to LifeSci Holdings LLC that were amended as described above were determined to be equity classified in accordance with ASC 815, Derivatives and Hedging. The remaining private warrants were determined to be liability classified in accordance with ASC 815, Derivatives and Hedging (see note 4).

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-Section 50
-Paragraph 14
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496171-112644

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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-Topic 505
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-Section 50
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-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496171-112644

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI http://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-URI http://asc.fasb.org/topic&trid=2208762

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-Section 50
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-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-Section 50
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-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 16
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496180-112644

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (i)
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
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-Paragraph 1
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+ Details

Equity Incentive Plans

9 Months Ended

Sep. 30, 2021

Share-based Payment Arrangement [Abstract]

Equity Incentive Plans

NOTE 7. EQUITY INCENTIVE PLANS

In connection with the Business Combination, the stockholders approved the Vincerx Pharma, Inc. 2020 Stock Incentive Plan (the “2020 Plan”), which became effective upon the closing of the Business Combination on December 23, 2020. As of September 30, 2021, the Company had 3,490,046 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 2020 Plan is as follows (amounts in thousands, except per share amounts):


	Stock Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in years)		Aggregate Intrinsic Value
Outstanding at January 1, 2021		1,048		$	19.00		9.2	$	—
Options granted		2,330			18.71		9.6		—
Options cancelled		(7	)						—

Outstanding at September 30, 2021		3,371		$	18.80		9.4	$	493

Options vested and exercisable at September 30, 2021		802		$	18.68		9.3	$	12

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 $6.1 million and $17.4 million during the three- and nine- months ended September 30, 2021, respectively. The Company recorded a de minimus value of stock-based compensation for the comparable periods in 2020.

As of September 30, 2021, the Company had stock-based compensation of approximately $19.1 million related to unvested stock options not yet recognized that are expected to be recognized over an estimated weighted average period of 2.4 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 nine months ended September 30, 2021:


	For the nine months ended September 30, 2021
Exercise price	$	18.80
Expected term (years)		5.9
Volatility (annual)		77.5	%
Risk-free rate		0.9	%
Dividend yield (per share)		0	%

Total stock-based compensation expense recognized in the three- and nine- months ended September 30, 2021 was as follows (amounts in thousands):


	For the three months ended September 30, 2021		For the nine months ended September 30, 2021
Research and development	$	4,000	$	11,078
General and administrative		2,075		6,349

Total stock-based compensation expense	$	6,075	$	17,427

Net Loss per Share Applicable to Common Stockholders

9 Months Ended

Sep. 30, 2021

Earnings Per Share [Abstract]

Net Loss per Share Applicable to Common Stockholders

NOTE 8. 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 three- and nine-months ended September 30, 2021 and 2020 (amounts in thousands, except per share number):


	For the three months ended September 30,						For the nine months ended September 30,
	2021			2020			2021			2020
Numerator:
Net loss	$	(24,524	)	$	(307	)	$	(32,834	)	$	(344	)

Denominator:
Weighted average common shares outstanding, basic and diluted		17,694			5,076			15,941			5,018

Net loss per common share, basic and diluted	$	(1.39	)	$	(0.06	)	$	(2.06	)	$	(0.07	)

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 (amount in thousands):


	For the three and nine months ended September 30,
	2021		2020
Options outstanding		3,371		—
Warrants		3,295		—

Total		6,666		—

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2021
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the rules and regulations of the SEC. They include the accounts of Vincerx and its wholly-owned subsidiaries VNRX Corp and Vincerx Pharma GmbH. All intercompany accounts and transactions have been eliminated. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2020 as filed with the SEC on May 14, 2021, which contains the audited financial statements and notes thereto. The financial information as of December 31, 2020 is derived from the audited financial statements presented in the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2020. The interim results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any future periods. 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 Legacy 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 Legacy 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.
Use of Estimates	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, common stock warrant liabilities 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.
Significant Accounting Policies	Significant Accounting Policies There have been no material changes in the Company’s significant accounting policies to those previously disclosed in the Company’s Annual Report on Form 10-K/A other than the additions below.
Leases	Leases Effective January 1, 2021, the Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 842, Leases (“ASC 842”), using the required modified retrospective approach and utilizing the effective date as its date of initial application, for which prior periods are presented in accordance with the previous guidance in ASC 840, Leases (“ASC 840”). At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present in the arrangement. Most leases with a term greater than one year are recognized on the balance sheet as right-of-use assets and short-term and long-term lease liabilities, as applicable. The Company has elected not to recognize on the balance sheet leases with terms of 12 months or less. The Company typically only includes an initial lease term in its assessment of a lease arrangement. Options to renew a lease are not included in the Company’s assessment unless there is reasonable certainty that the Company will renew. Operating lease liabilities and their corresponding right-of-use assets are recorded based on the present value of lease payments over the expected remaining lease term. Certain adjustments to the right-of-use asset s may be required for items such as incentives received. The interest rate implicit in the Company’s leases is typically not readily determinable. As a result, the Company utilizes its incremental borrowing rate, which reflects the fixed rate at which the Company could borrow on a collateralized basis the amount of the lease payments in the same currency, for a similar term and in a similar economic environment. (See Note 6) In accordance with ASC 842, components of a lease should be allocated between lease components (e.g., land, building, etc.) and non-lease components (e.g., common area maintenance, consumables, etc.). The fixed and in-substance fixed contract consideration (including any consideration related to non-components) must be allocated based on the respective relative fair values to the lease components and non-lease components.
Foreign Currency Translation and Transaction Gains and Losses	Foreign Currency Translation and Transaction Gains and Losses Non-U.S. entity operations are recorded in the functional currency of each entity. Results of operations for non-U.S. dollar functional currency entities are translated into U.S. dollars using average currency rates. Assets and liabilities are translated using currency rates at period end. Foreign currency translation adjustments are recorded as a component of Accumulated Other Comprehensive Loss within stockholders’ equity. Foreign currency transaction gains and losses are recorded in Other income (expense), net, on our Condensed Consolidated Statements of Operations. Net foreign currency transaction gains and losses were not material for all periods presented.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) in order to increase transparency and comparability among organizations by, among other provisions, recognizing lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under previous GAAP. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements, which provides entities an optional transition method to apply the guidance under Topic 842 as of the adoption date, rather than as of the earliest period presented. On January 1, 2021, the Company adopted Topic 842, and the adoption resulted in the recording of right-of-use assets and lease liabilities of approximately $3.3 million, which represents the discounted cash flows of the Company’s operating lease prior to the April 2021 lease amendment. 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. On January 1, 2021, the Company adopted this standard without any material impact on its condensed 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 consolidated financial statements and related disclosures.

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2021

Fair Value Disclosures [Abstract]

Summary of Liabilities Measurement on Fair Value Recurring Basis

The Company’s financial liabilities subject to fair value measurements on a recurring basis and the level of inputs used for such measurements were as follows (amounts in thousands):


	Fair Value Measured as of September 30, 2021
	Level 1		Level 2		Level 3		Total
Liabilities:
Common stock warrant liabilities	$	—	$	—	$	17,703	$	17,703

Total fair value	$	—	$	—	$	17,703	$	17,703


	Fair Value Measured as of December 31, 2020
	Level 1		Level 2		Level 3		Total
Liabilities:
Common stock warrant liabilities	$	—	$	—	$	32,308	$	32,308

Total fair value	$	—	$	—	$	32,308	$	32,308

Summary of Changes in Fair Value Liabilities Attributable to Both Observable and Unobservable


	Warrant Liability
Balance – January 1, 2021	$	32,308
Reclassification of warrant liabilities due to warrant exercises		(2,503	)
Change in fair value		(12,102	)

Balance – September 30, 2021	$	17,703

Summary of Weighted Average Significant Unobservable Inputs Level 3 Inputs Used in Measuring The Company's Warrant Liabilities


	As of September 30, 2021			As of December 31, 2020
Stock price	$	16.17		$	20.91
Exercise price	$	11.50		$	11.50
Option term (years)		4.2			5.0
Volatility (annual)		29.3	%		29.4	%
Risk-free rate		0.8	%		0.4	%
Dividend yield (per share)		0	%		0	%

Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2021

Contractual Obligation, Fiscal Year Maturity [Abstract]

Summary of Quantitative Information About the Company's Operating Leases

The following summarizes quantitative information about the Company’s operating leases (amounts in thousands):


	For the Nine Months ended September 30, 2021
Lease cost
Operating lease cost	$	216
Variable lease cost		—

Total operating lease expense	$	216

Other information
Operating cash flows from operating leases	$	216
Right-of-use assets obtained in exchange for operating lease liabilities	$	4,169
Weighted-average remaining lease term – operating leases (years)		4.3
Weighted-average discount rate – operating leases		8	%

Summary of Future Minimum Lease Payments

As of September 30, 2021, future minimum payments during the next five years and thereafter are as follows (in thousands):


Remaining period ended December 31, 2021	$	132
Year ended December 31, 2022		1,015
Year ended December 31, 2023		1,236
Year ended December 31, 2024		1,284
Year ended December 31, 2025		1,336

Total		5,003
Less present value discount		(834	)

Operating lease liabilities included in the Condensed Consolidated Balance Sheet at September 30, 2021	$	4,169

Stockholders' Equity (Tables)

9 Months Ended

Sep. 30, 2021

Equity [Abstract]

Summary of Restricted Stock Activity

A summary of restricted stock activity for the nine months ended September 30, 2021 is presented below:


	Number of Shares			Weighted Average Grant Date Fair Value per Share
Nonvested at January 1, 2021		361,168		$	0.036
Vested		(133,862	)		—

Nonvested at September 30, 2021		227,306		$	0.047

Equity Incentive Plans (Tables)

9 Months Ended

Sep. 30, 2021

Share-based Payment Arrangement [Abstract]

Summary of Stock Option Activity

Stock option activity under the 2020 Plan is as follows (amounts in thousands, except per share amounts):


	Stock Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in years)		Aggregate Intrinsic Value
Outstanding at January 1, 2021		1,048		$	19.00		9.2	$	—
Options granted		2,330			18.71		9.6		—
Options cancelled		(7	)						—

Outstanding at September 30, 2021		3,371		$	18.80		9.4	$	493

Options vested and exercisable at September 30, 2021		802		$	18.68		9.3	$	12

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


	For the nine months ended September 30, 2021
Exercise price	$	18.80
Expected term (years)		5.9
Volatility (annual)		77.5	%
Risk-free rate		0.9	%
Dividend yield (per share)		0	%

Summary of Stock Based Compensation Expense

Total stock-based compensation expense recognized in the three- and nine- months ended September 30, 2021 was as follows (amounts in thousands):


	For the three months ended September 30, 2021		For the nine months ended September 30, 2021
Research and development	$	4,000	$	11,078
General and administrative		2,075		6,349

Total stock-based compensation expense	$	6,075	$	17,427

Net Loss per Share Applicable to Common Stockholders (Tables)

9 Months Ended

Sep. 30, 2021

Earnings Per Share [Abstract]

Summary of Earnings Per Share, Basic and Diluted

The following table sets forth the computation of loss per share for the three- and nine-months ended September 30, 2021 and 2020 (amounts in thousands, except per share number):


	For the three months ended September 30,						For the nine months ended September 30,
	2021			2020			2021			2020
Numerator:
Net loss	$	(24,524	)	$	(307	)	$	(32,834	)	$	(344	)

Denominator:
Weighted average common shares outstanding, basic and diluted		17,694			5,076			15,941			5,018

Net loss per common share, basic and diluted	$	(1.39	)	$	(0.06	)	$	(2.06	)	$	(0.07	)

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


	For the three and nine months ended September 30,
	2021		2020
Options outstanding		3,371		—
Warrants		3,295		—

Total		6,666		—

Nature of Business - Additional Information (Details)	9 Months Ended
Nature of Business - Additional Information (Details)	Sep. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Incorporation date	Dec. 19, 2018

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Mar. 31, 2021
Summary Of Significant Accounting Policies [Line Items]
Lease term	12 months
Amount of right-of-use asset expected to be recorded after adoption of ASU 2016-02	$ 4,169
Accounting Standards Update 2016-02 [Member]
Summary Of Significant Accounting Policies [Line Items]
Amount of right-of-use asset expected to be recorded after adoption of ASU 2016-02		$ 3,300
Amount of lease liability expected to be recorded of ASU 2016-02		$ 3,300

Bayer License - Additional Information (Details) - USD ($) $ in Millions		9 Months Ended
	Jan. 05, 2021	Sep. 30, 2021
Bayer License [Line Items]
Date of licence agreement with Bayer		Oct. 07, 2020
Licence fee paid to Bayer	$ 5.0
Aggregate milestone payments Payable to Bayer		$ 1,000.0
Minimum [Member]
Bayer License [Line Items]
Milestone payments payables per licenced product to Bayer		110.0
Maximum [Member]
Bayer License [Line Items]
Milestone payments payables per licenced product to Bayer		$ 318.0

Fair Value Measurement - Summary of Liabilities Measurement on Fair Value Recurring Basis (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Liabilities:
Common stock warrant liabilities	$ 17,703	$ 32,308
Total fair value	17,703	32,308
Level 3 [Member]
Liabilities:
Common stock warrant liabilities	17,703	32,308
Total fair value	$ 17,703	$ 32,308

Fair Value Measurement - Summary of Changes in Fair Value Liabilities Attributable to Both Observable and Unobservable (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2021 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Beginning balance	$ 32,308
Reclassification of warrant liabilities due to warrant exercises	(2,503)
Change in fair value	(12,102)
Ending balance	$ 17,703

Fair Value Measurement - Summary of Weighted Average Significant Unobservable Inputs Level 3 Inputs Used in Measuring The Company's Warrant Liabilities (Details) - Level 3 [Member]	Sep. 30, 2021 $ / shares yr	Dec. 31, 2020 $ / shares yr
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant liabilities	0	0
Exercise price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant liabilities	11.50	11.50
Option term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant liabilities \| yr	4.2	5.0
Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant liabilities	29.3	29.4
Risk-free rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant liabilities	0.8	0.4
Stock price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant liabilities	16.17	20.91

Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands		9 Months Ended
	Dec. 23, 2020	Sep. 30, 2021
Loss Contingencies [Line Items]
Duration of lease agreement	5 years
Date of lease Commencement	Jan. 01, 2021
Annual lease rent	$ 1,100	$ 216
Operating lease liabilities		4,169
Operating Right of Use Assets		$ 4,169

Commitments and Contingencies - Summary of Quantitative Information About the Company's Operating Leases (Details) - USD ($) $ in Thousands		9 Months Ended
	Dec. 23, 2020	Sep. 30, 2021
Lease cost
Operating lease cost		$ 216
Variable lease cost		0
Total operating lease expense	$ 1,100	216
Operating cash flows from operating leases		216
Right-of-use assets obtained in exchange for operating lease liabilities		$ 4,169
Weighted-average remaining lease term – operating leases (years)		4 years 3 months 18 days
Weighted-average discount rate – operating leases		8.00%

Commitments and Contingencies - Summary of Future Minimum Lease Payments (Details) $ in Thousands	Sep. 30, 2021 USD ($)
Contractual Obligation, Fiscal Year Maturity [Abstract]
Remaining period ended December 31, 2021	$ 132
Year ended December 31, 2022	1,015
Year ended December 31, 2023	1,236
Year ended December 31, 2024	1,284
Year ended December 31, 2025	1,336
Total	5,003
Less present value discount	(834)
Operating lease liabilities included in the Condensed Consolidated Balance Sheet at June 30, 2021	$ 4,169

Stockholders' Equity - Schedule of Restricted Stock Activity (Details) - Restricted Stock	9 Months Ended
	Sep. 30, 2021 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Beginning balance, Shares \| shares	361,168
Vested, Shares \| shares	(133,862)
Ending balance, Shares \| shares	227,306
Beginning balance, Weighted Average \| $ / shares	$ 0.036
Vested, Weighted Average \| $ / shares	0
Ending balance, Weighted Average \| $ / shares	$ 0.047

Stockholders' Equity - Additional Information (Details) - USD ($)				3 Months Ended	9 Months Ended
	Apr. 05, 2021	Apr. 01, 2021	Jan. 05, 2021	Sep. 30, 2021	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Class Of Stock [Line Items]
Preferred stock shares authorized				30,000,000	30,000,000		30,000,000
Preferred stock par value				$ 0.0001	$ 0.0001		$ 0.0001
Preferred stock shares outstanding				0	0		0
Common stock shares authorized				120,000,000	120,000,000		120,000,000
Common stock par value				$ 0.0001	$ 0.0001		$ 0.0001
Unrecognized stock based compensation				$ 19.1	$ 19.1
Amotization period of unrecognized stock based compensation					2 years 4 months 24 days
Common stock shares issued				21,021,075	21,021,075		13,984,441
Common unit outstanding							2,744,586
Proceeds from warrants exercised for cash					$ 40,671,000
Adjustments to additional paid in capital, warrant issued			$ 2,503,000
Proceeds from Issuance of Private Placement					47,499,000
Payments of Stock Issuance Costs					$ 0	$ 21,000
Public Warrant
Class Of Stock [Line Items]
No of Warrents outstanding				0	0
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				$ 11.50	$ 11.50
Class of warrents exercised		40,491
Warrents expiration date	May 05, 2021
Exercise price of warrants or rights		$ 0.01
Proceeds from warrants exercised for cash		$ 6,100,000
Adjustments to additional paid in capital, warrant issued		31,400,000
Temporary Equity, Redemption Price Per Share	$ 0.01
Private Warrants
Class Of Stock [Line Items]
No of Warrents outstanding				3,295,000	3,295,000
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				$ 11.50	$ 11.50
Class of warrents exercised				275,000	275,000
Class of warrant or right redemption threshold trading days					20 days
Class of warrant or right redemption threshold consecutive trading days					30 days
Common stock shares issued				275,000	275,000
Issuance of Common Stock		$ 3,200,000
Warrant expiration term					5 years
Private Warrants \| Rosedale Park LLC [Member]
Class Of Stock [Line Items]
Class of warrents exercised				500,000	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	500,000
Restricted Stock
Class Of Stock [Line Items]
Unrecognized stock based compensation				$ 9,753	$ 9,753
Amotization period of unrecognized stock based compensation					2 years 9 months 18 days
Common Stock
Class Of Stock [Line Items]
Stock Issued During Period Shares				3,500	3,500
Common Stock \| Private Warrants
Class Of Stock [Line Items]
Share redemption trigger price				$ 20.00	$ 20.00
Common Stock \| Private Placement
Class Of Stock [Line Items]
Stock Issued During Period Shares					3,500,000
Share price				$ 14.50	$ 14.50
Proceeds from Issuance of Private Placement					$ 47,500,000
Payments of Stock Issuance Costs					$ 3,300,000

Equity Incentive Plans - Additional Information (Details) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021	Sep. 30, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock based compensation	$ 19.1	$ 19.1
Amotization period of unrecognized stock based compensation		2 years 4 months 24 days
Stock based compensation expense		$ 17,427,000	$ 4,000
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock based compensation	9,753	$ 9,753
Amotization period of unrecognized stock based compensation		2 years 9 months 18 days
Stock based compensation expense	$ 6,100,000	$ 17,400,000
Twenty Thousand Twenty Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares of common stock reserved for issuance	3,490,046	3,490,046

Equity Incentive Plans - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, Stock Options	1,048
Options granted, Stock Options	2,330
Options cancelled, Stock Options	(7)
Outstanding, Stock Options	3,371
Options vested and exercisable, Stock Options	802	1,048
Outstanding, Weighted Average Exercise Price	$ 19.00
Options granted, Weighted Average Exercise Price	18.71
Outstanding, Weighted Average Exercise Price	18.80	$ 19.00
Options vested and exercisable, Weighted Average Exercise Price	$ 18.68
Outstanding, Outstanding, Weighted Average Remaining Contractual Life	9 years 4 months 24 days	9 years 2 months 12 days
Options granted, Weighted Average Remaining Contractual Life	9 years 7 months 6 days
Outstanding, Outstanding, Weighted Average Remaining Contractual Life	9 years 4 months 24 days	9 years 2 months 12 days
Options vested and exercisable, Weighted Average Remaining Contractual Life	9 years 3 months 18 days
Outstanding, Aggregate Intrinsic Value	$ 493
Options vested and exercisable, Aggregate Intrinsic Value	$ 12

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)	9 Months Ended
	Sep. 30, 2021 $ / shares
Share-based Payment Arrangement [Abstract]
Exercise price	$ 18.80
Expected term (years)	5 years 10 months 24 days
Volatility (annual)	77.50%
Risk-free rate	0.90%
Dividend yield (per share)	0.00%

Equity Incentive Plans - Schedule of Employee Service Share Based Compensation Allocation of Recognized Period Costs (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Payment Arrangement, Expense	$ 6,075	$ 17,427
Research and Development [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Payment Arrangement, Expense	4,000	11,078
General and Administrative [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Payment Arrangement, Expense	$ 2,075	$ 6,349

Net Loss per Share Applicable to Common Stockholders - Schedule of Earnings Per Share Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Earnings Per Share [Abstract]
Net loss	$ (24,524)	$ (307)	$ (32,834)	$ (344)
Denominator:
Weighted average common shares outstanding, basic and diluted	17,694	5,076	15,941	5,018
Net loss per common share, basic and diluted	$ (1.39)	$ (0.06)	$ (2.06)	$ (0.07)

- Definition

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

+ References

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+ 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 shares in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	6,666
Option Outstanding [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	3,371
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	3,295