Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

FORM 10-Q

(Mark One)

x
QUARTERLY REPORT PURSUANT TO SECTION

Quarterly report pursuant to Section 13 ORor 15(d) OF THE SECURITIES EXCHANGE ACT OFof the SecuritiesExchange Act of 1934

For the quarterly period ended SeptemberJune 30, 20202021

or

OR

¨
TRANSITION REPORT PURSUANT TO SECTION

Transition report pursuant to Section 13 ORor 15(d) OF THE SECURITIES EXCHANGE ACT OFof the SecuritiesExchange Act of 1934

Therapeutics Acquisition Corp.For the transition period from ______to ______.

Commission file number: 001-39311

POINT BIOPHARMA GLOBAL INC.

(Exact name of registrant as specified in its charter)

Delaware
001-3937385-0800493

Delaware

85-0800493

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

incorporation or organization)

��

4850 West 78th Street,

Indianapolis, IN

46268

(Address of principal executive offices)

(Zip Code)

200 Berkeley Street

18th Floor

Boston, MA 02116

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (617) 778.2500(647) 812-2417

Not Applicable

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which

registered

Common Stock

PNT

Class A common stock, par value $0.0001 per share  RACA

The Nasdaq StockCapital Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yesx No     ¨YES NO 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).YES NO

Yes    x     No     ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

¨

Accelerated filer

¨

Non-accelerated filer

x

Smaller reporting company

x

Emerging growth company

x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes    x  No     ¨YES NO

AsIndicate the number of October 26, 2020, 14,041,400 Class Ashares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Common Stock, par value $0.0001 and 3,392,500 Class B common stock, par value $0.0001, were issued and outstanding.per share – 90,121,794 shares outstanding as of August 9, 2021.

Therapeutics Acquisition Corp.

d/b/a Research Alliance Corp. I

Quarterly Report on Form 10-Q

Table of Contents

INDEX

Page No.

PART I. FINANCIAL INFORMATION

1

Item 1. Unaudited Interim Condensed Consolidated Financial Statements:

1

Item 1.Interim Condensed Consolidated Balance Sheets – June 30, 2021 (unaudited) and December 31, 2020

Unaudited Condensed Financial Statements

1

Unaudited Interim Condensed Balance Sheet as of September 30, 2020

1
Unaudited CondensedConsolidated Statements of Operations for the three months Ended September– Three and Six Months ended June 30, 20202021 and for the period from April 15, 2020 (inception) through SeptemberJune 30, 2020

2

Unaudited Interim Condensed Consolidated Statements of Stockholders’ Equity - Six Months ended June 30, 2021 and June 30, 2020

3

Unaudited Interim Condensed Statements of Changes in Stockholders’ Equity for the period from April 15, 2020 (inception) through September 30, 2020

3
Unaudited CondensedConsolidated Statements of Cash Flows for the period from April 15, 2020 (inception) through September– Six Months ended June 30, 2021 and June 30, 2020

4

5

Notes to Unaudited Interim Condensed Consolidated Financial Statements

5

6

Item 2.

Management’s Management's Discussion and Analysis of Financial Condition and Results of Operations

15

16

Item 3.

Quantitative and Qualitative Disclosures Aboutabout Market Risk

22

29

Item 4.

Controls and Procedures

22

29

PART II. OTHER INFORMATION

31

Item 1. Legal Proceedings

31

Item 1.1A. Risk Factors

Legal Proceedings23

31

Item 1A.

Risk Factors23
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds from Registered Securities

23

31

Item 3.

Defaults Upon Senior Securities

24

31

Item 4.

Mine Safety Disclosures

24

31

Item 5. Other Information

31

Item 5.6. Exhibits

Other Information24

32

SIGNATURES

Item 6.Exhibits24
SIGNATURES

33

PART I -I. FINANCIAL INFORMATION

Item 1. Condensed Financial Statements

THERAPEUTICS ACQUISITION CORP.

d/b/a RESEARCH ALLIANCE CORP. I

UNAUDITED CONDENSED BALANCE SHEET

September 30, 2020
ASSETS
Cash$            1,141,327
Prepaid expenses123,817
Total current assets1,265,144
Marketable securities held in Trust Account135,702,974
Total Assets$136,968,118
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable$5,186
Accrued expenses46,548
Total current liabilities51,734
Deferred underwriting commissions payable4,749,500
Total Liabilities4,801,234
Commitments and Contingencies
Class A Common stock subject to possible redemption, 12,716,688, shares at $10.00 per share127,166,880
Stockholders’ Equity
Class A common stock, $0.0001 par value; 100,000,000 shares authorized, 1,324,712 shares issued and outstanding (excluding 12,716,688 shares subject to possible redemption) at September 30, 2020132
Class B common stock, $0.0001 par value; 10,000,000 shares authorized; 3,392,500 shares issued and outstanding at September 30, 2020339
Additional paid-in capital5,184,241
Accumulated deficit(184,708)
Total Stockholders’ Equity5,000,004
Total Liabilities and Stockholders' Equity$136,968,118

The accompanying notes are an integral part of these unaudited condensed financial statements.


THERAPEUTICS ACQUISITION CORP.

d/b/a RESEARCH ALLIANCE CORP. I

UNAUDITED CONDENSED STATEMENTS OF OPERATIONS

  Three Months Ended
September 30, 2020
  Period from
April 15, 2020
(Inception) to
September 30, 2020
 
Formation and operating costs $168,313  $187,682 
Loss from operations (168,313) (187,682)
         
Other income:        
Interest earned on marketable securities held in Trust Account  2,974   2,974 
         
Net loss $(165,339) $(184,708)
         
Weighted average shares outstanding of Class A redeemable common stock, basic and diluted  13,570,000   13,570,000 
Basic and diluted income per share, Class A $0.00  $0.00 
         
Weighted average shares outstanding of Class B non-redeemable common stock, basic and diluted  3,812,661   3,622,588 
Basic and diluted net loss per share, Class B $(0.04) $(0.05)

The accompanying notes are an integral part of these unaudited condensed financial statements.


THERAPEUTICS ACQUISITION CORP.

d/b/a RESEARCH ALLIANCE CORP. I

UNAUDITED CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

  Common Stock  Additional     Total 
  Class A  Class B  Paid-In  Accumulated  Stockholders' 
  Shares  Amount  Shares  Amount  Capital  Deficit  Equity 
Balance – April 15, 2020 (inception)  -  $-   -  $-  $-  $-  $- 
Issuance of Class B common stock to Sponsor  -   -   3,392,500   339   24,661   -   25,000 
Net loss  -   -   -   -   -   (19,369)  (19,369)
Balance – June 30, 2020  -  $-   3,392,500  $339  $24,661  $(19,369) $5,631 
Issuance of Class A common stock in initial public offering, net of issuance costs of $8.1 million  13,570,000   1,357           127,611,235       127,612,592 
Issuance of Class A common stock to Sponsor in a private placement  471,400   47           4,713,953       4,714,000 
Class A Common Stock subject to possible redemption  (12,716,688)  (1,272)          (127,165,608)      (127,166,880)
Net loss                      (165,339)  (165,339)
Balance – September 30, 2020  1,324,712  $132   3,392,500  $339  $5,184,241  $(184,708) $5,000,004 

The accompanying notes are an integral part of these unaudited condensed financial statements.


THERAPEUTICS ACQUISITION CORP.

d/b/a RESEARCH ALLIANCE CORP. I

UNAUDITED CONDENSED STATEMENT OF CASH FLOWS

  For the period from April
15, 2020 (inception)
through September 30,
2020
 
Cash Flows from Operating Activities    
Net loss $(184,708)
Adjustments to reconcile net loss to net cash used in operating activities:    
Interest earned on marketable securities held in Trust Account  (2,974)
Changes in operating assets and liabilities:    
Prepaid expenses  (123,817)
Accounts payable and accrued expenses  51,734 
Net cash used in operating activities  (259,765)
     
Cash Flows from Investing Activities:    
Principal deposited in Trust Account  (135,700,000)
Net cash used in investing activities  (135,700,000)
Cash Flows from Financing Activities:    
Proceeds from issuance of common stock to Sponsor in a Private Placement  4,714,000 
Proceeds from issuance of Class A redeemable common stock, gross  135,700,000 
Proceeds from issuance of Class B Common Stock  25,000 
Payment of offering costs  (3,337,908)
Proceeds from related party note  277,687 
Repayment of related party note  (277,687)
Net cash provided by financing activities  137,101,092 
Net Change in Cash  1,141,327 
Cash – beginning of the period  - 
Cash – end of the period $1,141,327 
Supplemental disclosure of noncash activities:    
Deferred underwriting commissions payable in connection with the initial public offering $4,749,500 
Initial classification of Class A common stock subject to possible redemption $127,365,550 
Change in value of Class A common stock subject to possible redemption $198,670 

The accompanying notes are an integral part of these unaudited condensed financial statements.


THERAPEUTICS ACQUISITION CORP.

d/b/a RESEARCH ALLIANCE CORP. I

NOTES TO UNAUDITED CONDENSEDITEM 1 – FINANCIAL STATEMENTS

POINT Biopharma Global Inc.

Interim Condensed Consolidated Balance Sheets

(In U.S. dollars)

June 30, 2021

(Unaudited)

December 31, 2020

    

$

    

$

ASSETS

  

 

  

Current assets

  

 

  

Cash and cash equivalents

273,736,820

 

10,546,749

Prepaid expenses and other current assets

8,071,586

 

1,850,346

Total current assets

281,808,406

 

12,397,095

Property, plant and equipment

15,654,223

 

9,797,400

Total assets

297,462,629

 

22,194,495

LIABILITIES & STOCKHOLDERS' EQUITY

 

Current labilities

 

Accounts payable

5,018,089

 

3,596,634

Accrued liabilities

3,145,807

 

1,479,041

Income taxes payable

189,370

 

87,882

Mortgage payable, net of debt discount

3,556,322

 

Total current liabilities

11,909,588

 

5,163,557

Deferred tax liability

62,719

Mortgage payable, net of debt discount

 

3,550,660

Total liabilities

11,972,307

 

8,714,217

Commitment and contingencies (note 10)

 

Stockholders’ equity

Common stock, par value $0.0001 per share, 430,000,000 authorized, 90,121,794 and 54,647,656 issued and outstanding as of June 30,2021 and December 31, 2020, respectively

9,012

 

5,465

Additional paid-in capital

313,452,616

 

26,857,040

Accumulated deficit

(27,971,306)

 

(13,382,227)

Total stockholders’ equity

285,490,322

 

13,480,278

Total liabilities and stockholders’ equity

297,462,629

 

22,194,495

See accompanying Notes to the Unaudited Interim Condensed Consolidated Financial Statements

1

POINT Biopharma Global Inc.

Unaudited Interim Condensed Consolidated Statements of Operations

(In U.S. dollars)

For the three months ended

For the six months ended

    

June 30,

    

June 30,

    

June 30,

    

June 30,

2021

2020

2021

2020

    

$

    

$

    

$

   

$

Operating expenses

  

 

  

Research and development

6,700,862

2,159,322

10,970,160

 

2,544,916

General and administrative

1,949,552

1,067,333

3,414,244

 

2,090,997

Total operating expenses

8,650,414

3,226,655

14,384,404

 

4,635,913

Loss from operations

(8,650,414)

(3,226,655)

(14,384,404)

 

(4,635,913)

Other expenses (income)

  

 

  

Finance costs

(2,863)

(5,662)

 

Foreign currency (loss) gain

(27,599)

92,919

(34,806)

 

(65,413)

Total other expenses (income)

(30,462)

92,919

(40,468)

 

(65,413)

Loss before provision for income taxes

(8,680,876)

(3,133,736)

(14,424,872)

 

(4,701,326)

Provision for income taxes

(123,782)

(58,261)

(164,207)

 

(73,505)

Net loss

(8,804,658)

(3,191,997)

(14,589,079)

 

(4,774,831)

Net loss per basic and diluted common share:

  

 

  

Basic and diluted net loss per common share

$

(0.15)

$

(0.07)

$

(0.26)

 

$

(0.21)

Basic and diluted weighted average common shares outstanding

57,582,025

45,362,014

57,116,747

 

22,986,636

See accompanying Notes to the Unaudited Interim Condensed Consolidated Financial Statements

2

POINT Biopharma Global Inc.

Unaudited Interim Condensed Consolidated Statements of Stockholders’ Equity

(In U.S. dollars, except share amounts)

    

POINT Biopharma Inc.

    

    

Additional

    

    

common shares

Common Stock

Paid-in

Accumulated

    

Number

Amount

Number

    

Amount

    

Capital

    

Deficit

    

Total Equity

    

#

    

$

  

  

#

    

$

    

$

    

$

    

$

Balance at December 31, 2019 (as previously reported)

0

0

0

 

0

 

0

 

(9,224)

 

(9,224)

Retroactive application of the recapitalization due to the Business Combination (refer to Note 3)

0

0

0

0

0

0

0

Balance at December 31, 2019, effect of the Business Combination (refer to Note 3)

0

0

0

0

0

(9,224)

(9,224)

Issuance of shares of Common Stock

22,710,246

 

2,271

 

3,242,162

 

0

 

3,244,433

Share-based compensation

0

0

0

 

0

 

660,163

 

0

 

660,163

Net loss

0

0

0

 

0

 

0

 

(1,582,834)

 

(1,582,834)

Balance at March 31, 2020, effect of the Business Combination (refer to Note 3)

22,710,246

 

2,271

 

3,902,325

 

(1,592,058)

 

2,312,538

Issuance of shares of Common Stock

52,434,760

5,243

8,004,078

0

8,009,321

Stock-based compensation

0

0

0

0

554,888

0

554,888

Net loss

0

0

0

0

0

(3,191,997)

(3,191,997)

Balance at June 30, 2020, effect of the Business Combination (refer to Note 3)

75,145,006

7,514

12,461,291

(4,784,055)

7,684,750

See accompanying Notes to the Unaudited Interim Condensed Consolidated Financial Statements

3

POINT Biopharma Global Inc.

Unaudited Interim Condensed Consolidated Statements of Stockholders’ Equity

(In U.S. dollars, except share amounts)

POINT Biopharma Inc.

    

    

Additional

    

    

common shares

Common Stock

Paid-in

Accumulated

Number

Amount

Number

    

Amount

    

Capital

    

Deficit

    

Total Equity

    

#

    

$

  

  

#

    

$

    

$

    

$

    

$

Balance at December 31, 2020 (as previously reported)

15,233,884

15,234

26,847,271

(13,382,227)

13,480,278

Retroactive application of the recapitalization due to the Business Combination (refer to Note 3)

(15,233,884)

(15,234)

54,647,656

5,465

9,769

0

0

Balance at December 31, 2020, effect of the Business Combination (refer to Note 3)

0

0

54,647,656

 

5,465

 

26,857,040

 

(13,382,227)

 

13,480,278

Issuance of shares of Common Stock in connection with exercise of warrants

0

0

2,869,799

 

287

 

19,999,713

 

0

 

20,000,000

Issuance of shares of Common Stock in connection with stock option exercises

0

0

64,570

 

6

 

449,994

 

0

 

450,000

Stock-based compensation

0

0

0

 

0

 

477,245

 

0

 

477,245

Net loss

0

0

0

 

0

 

0

 

(5,784,421)

 

(5,784,421)

Balance at March 31, 2021, effect of the Business Combination (refer to Note 3)

0

0

57,582,025

 

5,758

 

47,783,992

 

(19,166,648)

 

28,623,102

Issuance of shares of Common Stock, net of direct and incremental costs in connection with the Business Combination (refer to Note 3)

0

0

32,539,769

3,254

264,562,167

0

264,565,421

Stock-based compensation

0

0

0

0

1,106,457

0

1,106,457

Net loss

0

0

0

0

0

(8,804,658)

(8,804,658)

Balance at June 30, 2021

0

0

90,121,794

9,012

313,452,616

(27,971,306)

285,490,322

See accompanying Notes to the Unaudited Interim Condensed Consolidated Financial Statements

4

POINT Biopharma Global Inc.

Unaudited Interim Condensed Consolidated Statements of Cash Flows

(In U.S. dollars)

For the six months ended

    

June 30, 2021

    

June 30, 2020

    

$

    

$

Cash flows from operating activities

  

 

  

Net loss:

(14,589,079)

 

(4,774,831)

Adjustments to reconcile net loss to net cash used in operating activities:

 

Provision for income taxes

164,207

 

73,505

Stock-based compensation expense

1,583,702

 

1,215,051

Finance costs

5,662

 

Changes in operating assets and liabilities

 

Prepaid expenses and other current assets

(6,221,240)

 

(1,473,921)

Accounts payable

1,043,073

 

271,388

Accrued liabilities

1,149,742

 

331,159

Amount due to related party within accrued liabilities

33,910

 

150,291

Net cash used in operating activities

(16,830,023)

 

(4,207,358)

Cash flows from investing activities

 

  

Purchase of property, plant and equipment

(5,856,823)

 

Net cash used in investing activities

(5,856,823)

 

Cash flows from financing activities

 

  

Issuance of shares of Common Stock in connection with exercise of warrants

20,000,000

 

Issuance of shares of Common Stock in connection with stock option exercises

450,000

 

11,253,754

Issuance of shares of Common Stock in connection with the Business Combination (see note 3), net of costs incurred by RACA and direct and incremental costs paid

265,426,917

Net cash provided by financing activities

285,876,917

 

11,253,754

Net increase in cash and cash equivalents

263,190,071

 

7,046,396

Cash and cash equivalents, beginning of period

10,546,749

 

Cash and cash equivalents, end of period

273,736,820

 

7,046,396

See accompanying Notes to the Unaudited Interim Condensed Consolidated Financial Statements

5

1. Organization, Business OperationsNature of business

Formation and Basis of Presentationorganization

Therapeutics Acquisition Corp. d/b/a Research Alliance Corp. I (the "Company"POINT Biopharma Global Inc., together with its consolidated subsidiaries (“POINT”or the “Company”), is a blank checklate-stage clinical precision oncology company incorporatedfocused on April 15, 2020 (inception) as a Delaware corporationthe development and commercialization of next-generation radiopharmaceuticals for the purposetreatment of effectingcancer. On September 18, 2019, POINT Theranostics Inc. was incorporated under the General Corporation Law of the State of Delaware and amended its name to “POINT Biopharma Inc.” on November 22, 2019. On June 30, 2021, following the Business Combination (as defined below), POINT Biopharma Inc. became a merger, capitalwholly-owned subsidiary of POINT Biopharma Global Inc. Under the terms of the Business Combination Agreement (as defined below), shareholders of the POINT Biopharma Inc. received approximately 3.59 shares of common stock, exchange, asset acquisition,par value $0.0001 per share, purchase, reorganization or similar business combination with one or more businesses (the "Business Combination"). Whileof the Company may pursue an acquisition opportunity(“Common Stock”) in any business, industry, sector or geographical location, it intends to focus on industries that complement its management team's background, and to capitalize on the abilityexchange for each common share of its management team to identify and acquire a business, focusing on the healthcare industry. In particular, the Company will target companiesPoint Biopharma Inc. Also in the biotechnology sector where its management has extensive investment experience. The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies.

As of September 30, 2020, the Company had not commenced any operations. All activity for the period from April 15, 2020 (inception) through September 30, 2020 relates to the Company's formation and the initial public offering (the "Initial Public Offering") described below, and since offering, the search for a prospective Initial Business Combination. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income on cash and cash equivalents from the proceeds derived from the Initial Public Offering. The Company has selected December 31 as its fiscal year end.

The Company's sponsor is Therapeutics Acquisition Holdings LLC, a Delaware limited liability company (the "Sponsor"). The registration statement for the Company’s Initial Public Offering was declared effective on July 7, 2020. On July 10, 2020, the Company consummated the Initial Public Offering, and sold 13,570,000 shares of Class A common stock for $10.00 per share, generating gross proceeds of $135.7 million, and incurring offering costs of approximately $8.1 million, inclusive of approximately $4.8 million in deferred underwriting commissions (Note 5).

Concurrentlyconnection with the closing of the Initial Public Offering, the Company completed the private sale of 471,400 shares of Class A Common Stock (the "Private Placement Shares") at a purchase price of $10.00 per Private Placement Share, to the Sponsor, generating gross proceeds to the Company of approximately $4.7 million. The Private Placement Shares are identical to the Class A Common Stock sold in the Initial Public Offering, except that, so long as they are held by the Sponsor and their permitted transferees: (i) they may not, subject to certain limited exceptions, be transferred, assigned or sold by the Sponsor until the earlier of (A) one year after the completion of the Company’s initial Business Combination, or (B) subsequent to the Company’s initial Business Combination, the date on which the Company completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of the Company’s stockholders having the right to exchange their common stock for cash, securities or other property, and (ii) they are entitled to registration rights. Additionally, if the closing price of the Company’s common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Company’s initial Business Combination, the Private Placement Shares will be released from the lock-up. In addition, the Sponsor has agreed to waive its redemption rights with respect to the Private Placement Shares in connection with (i) the consummation of the Company’s initial Business Combination, including, without limitation, any such rights available in the context of a stockholder vote to approve such Business Combination, or (ii) a stockholder vote to approve an amendment to the Company’s second amended and restated certificate of incorporation to modify the substance or timing of the Company’s obligation to redeem 100% of the shares of Class A common stock sold in the Company’s Initial Public Offering if the Company has notRACA, as defined below, consummated a Business Combination within 24 months of the closing of its Initial Public Offering or with respect to any other material provisions relating to the Company's stockholders’ rights or pre-initial Business Combination activity or in the context of a tender offer made by the Company to purchase Offering Shares (although the Sponsor, shall be entitled to redemption and liquidation rights with respect to any Initial Public Offering shares it holds if the Company fails to consummate a Business Combination within 24 months of the closing of the Initial Public Offering).


The Company's management has broad discretion with respect to the specific application of the net proceeds of the Company’s Initial Public Offering and the sale of the Private Placement shares, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the assets held in the Trust Account (as defined below) (excluding the deferred underwriting commissions and taxes payable on income earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act of 1940, as amended (the "Investment Company Act"). Upon the closing of the Initial Public Offering, $135,700,000 ($10 per share) of the net proceeds of the Initial Public Offering and certain of the proceeds of the Private Placement Shares were placed in a trust account ("Trust Account"), located in the United States at JP Morgan Chase Bank, N.A., maintained by Continental Stock Transfer & Trust Company, acting as trustee, and invested only in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less or in any open-ended investment company that holds itself out as a money market fund selected by the Company meeting the conditions of paragraphs (d)(2), (d)(3) and (d)(4) of Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the assets held in the Trust Account as described below.

The Company will provide the holders of its outstanding16,500,000 shares of Class A common stock, par value $0.0001 (the "Classper share, of RACA (“Class A common stock"Common Stock”), sold in the Initial Public Offering (the "Stockholders"a private placement at a price of $10.00 per share, for aggregate gross proceeds of $165,000,000 (“PIPE Financing”). In accordance with the opportunity to redeem all or a portionterms of their Public Shares (as defined in Note 3) upon the completion of a Business Combination either (i) in connection with a stockholder meeting called to approve the Business Combination or (ii) by meansAgreement, upon the closing of a tender offer. The decision as to whether the Company will seek stockholder approval of a Business Combination, or conduct a tender offer will be made by the Company, solely in its discretion. The Stockholders will be entitled to redeem their Public Shares for a pro rata portioneach share of Class A Common Stock and each share of Class B common stock, par value $0.0001 per share, of RACA (“Class B Common Stock”) was converted into one share of Common Stock of the amount thenCompany. For additional information on the Business Combination, please see Note 3.

The Company was founded on a mission to make radioligand therapy applicable to more cancers and available to more people, thereby improving the lives of cancer patients and their families everywhere.

The Company has 4 wholly-owned subsidiaries, POINT Biopharma Inc., POINT Biopharma USA Inc. and West 78th Street, LLC which are each located in the Trust Account (initially anticipated to be $10.00 per Public Share).USA, and POINT Biopharma Corp., located in Canada. The per-share amount to be distributed to Stockholders who redeem their Public Shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriters (as discussed in Note 5). These Public Shares will be recordedCompany’s headquarters is located at a redemption value and classified as temporary equity upon the completion4850 West 78th Street, Indianapolis, Indiana, 46268.

2. Summary of the Initial Public Offeringsignificant accounting policies

Basis of presentation

The accompanying unaudited interim condensed unaudited condensed financial statements have been prepared in accordance with the Financial Accounting Standards Board's ("FASB"Board (“FASB”) Accounting Standards Codification ("ASC"(“ASC”) Topic 480 "Distinguishing Liabilities from Equity." In such case,270, Interim Reporting and include the Company will proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 upon such consummation of a Business Combination and a majority of the shares voted are voted in favor of the Business Combination. If a stockholder vote is not required by law and the Company does not decide to hold a stockholder vote for business or other legal reasons, the Company will, pursuant to its second amended and restated certificate of incorporation, conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission ("SEC") and file tender offer documents with the SEC prior to completing a Business Combination. If, however, stockholder approval of the transactions is required by law, or the Company decides to obtain stockholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each Stockholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. If the Company seeks stockholder approval in connection with a Business Combination, the Company’s Sponsor, directors and executive officers have agreed to vote their Founder Shares (as defined below in Note 4), Private Placement Shares and any Public Shares purchased during or after the Initial Public Offering in favor of a Business Combination. In addition, the Company’s Sponsor, directors and executive officers have agreed to waive its redemption rights with respect to their Founder Shares, Private Placement Shares and Public Shares owned by it in connection with the completion of a Business Combination.


Notwithstanding the foregoing, the Company's second amended and restated certificate of incorporation provides that a Stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a "group" (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the "Exchange Act")), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the shares of Class A common stock sold in the Initial Public Offering, without the prior consent of the Company.

The Sponsor, directors and executive officers have agreed not to propose an amendment to the second amended and restated certificate of incorporation to modify the substance or timing of the Company's obligation to redeem 100% of its Public Shares if the Company does not complete a Business Combination or with respect to any other material provisions relating to stockholders' rights or pre-initial Business Combination activity, unless the Company provides the stockholders with the opportunity to redeem their shares of Class A common stock in conjunction with any such amendment.

If the Company is unable to complete a Business Combination within 24 months from the closing of the Initial Public Offering, or July 10, 2022 (the "Combination Period"), the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account including interest earned on the funds held in the Trust Account and not previously released to the Company to pay its income taxes (less up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding Public Shares, which redemption will completely extinguish Stockholders' rights as stockholders (including the right to receive further liquidating distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company's remaining stockholders and the Company's board of directors, proceed to commence a voluntary liquidation and thereby a formal dissolutionaccounts of the Company subject in each case to the Company's obligations to provideand its wholly-owned subsidiaries, POINT Biopharma Inc., POINT Biopharma Corp., POINT Biopharma USA, Inc. and West 78th Street, LLC for claims of creditors and the requirements of other applicable law.

The Sponsor, directors and executive officers have agreed to waive their liquidation rights with respect to the Founder Shares and Private Placement shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor, directors or executive officers acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to their deferred underwriting commission (see Note 5) held in the Trust Account in the event the Company does not complete a Business Combination within in the Combination Period and, in such event, such amounts will be included with the funds held in the Trust Account that will be available to fund the redemption of the Company's Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account (or less than that in certain circumstances). In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a vendor for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account. This liability will not apply with respect to any claims by a third party who executed a waiver of any right, title, interest or claim of any kind in or to any monies held in the Trust Account or to any claims under the Company's indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the "Securities Act"). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except for the Company's independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account.


Note 2 — Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and pursuant to the rules and regulations of the SEC in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X.SEC. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP. Certain information or footnote disclosures normally includedaccounting principles generally accepted in financial statements prepared in accordance with GAAPthe United States of America (“GAAP”). All intercompany accounts and transactions have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting.eliminated in consolidation. In the opinion of management, the unaudited condensed consolidated financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Operating resultsExcept as described below, the accounting policies and methods of computation applied in the unaudited interim condensed consolidated financial statements and related notes contained therein are consistent with those applied by the Company in its audited consolidated financial statements as of and for the period from April 15, 2020 (inception) through September 30, 2020 are not necessarily indicative of the results that may be expected throughyear ended December 31, 2020.

The accompanying2020 (the “2020 Financial Statements”). These unaudited interim condensed consolidated financial statements should be read in conjunction with the audited2020 Financial Statements.

Going Concern

The Company assesses and determines its ability to continue as a going concern in accordance with the provisions of ASC Topic 205-40, Presentation of Financial Statements—Going Concern. The previously disclosed substantial doubt was alleviated following the consummation of the Business Combination. Management concluded that there are no conditions or events, in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for a period of at least twelve months from the date of issuance of these unaudited interim condensed consolidated financial statements. The Company expects that its cash and equivalents of approximately $273.7 million as of June 30, 2021, are sufficient to fund its operating expenses and capital expenditure requirements into 2024.

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This evaluation is based on relevant conditions and events that are known and reasonably knowable at the date of issuance of these unaudited interim condensed consolidated financial statements, including:

a.The Company’s current financial condition, including its sources of liquidity;
b.The Company’s conditional and unconditional obligations due or anticipated within one year;
c.The funds necessary to maintain the Company’s operations considering its current financial condition, obligations, and other expected cash flows; and
d.Other conditions and events, when considered in conjunction with the above, that may adversely affect the Company’s ability to meet its obligations.

These unaudited interim condensed consolidated financial statements and notes thereto included in the final prospectus filed by the Company with the SEC on July 9, 2020 and with the audited balance sheet included in the Form 8-K filed by the Company with the SEC on July 16, 2020.

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 auditor 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 an emerging growth 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 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.

Liquidity and Capital Resources

The accompanying unaudited condensed financial statementsnotes have been prepared assumingon the basis that the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. As of September 30, 2020, the Company had $1.1 million in its operating bank account, and working capital of approximately $1.2 million.

Prior to the completion of the Initial Public Offering, the Company's liquidity needs had been satisfied through the capital contribution of $25,000 from the Sponsor in exchange for the issuance of the Founder Shares, and a loan of up to $300,000 pursuant to the Note issued to the Sponsor, which was repaid on August 7, 2020 (Note 5). Subsequent to the consummation of the Initial Public Offering and Private Placement, the Company's liquidity needs have been satisfied with the proceeds from the consummation of the Private Placement not held in the Trust Account. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor may, but is not obligated to, provide the Company Working Capital Loans (see Note 4). As of September 30, 2020, there were no amounts outstanding under any Working Capital Loans.

Based on the foregoing, the Company believes that it will have sufficient working capital and borrowing capacity to meet the Company's needs through the earlier of the consummation of a Business Combination or one year from this filing. Over this time period, the Company will be using these funds for paying existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination.

Net Income (loss) Per Share of Common Stock

Net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the periods. The Company has not considered the effect of the private placement shares to purchase 471,400 shares of Class A common stock in the calculation of diluted income per share, as the Sponsor, directors and executive officers have agreed to waive their liquidation rights with respect to these shares.

The Company’s condensed statement of operations includes a presentation of income (loss) per share for common shares subject to redemption in a manner similar to the two-class method of income (loss) per share. Net income per common share, basic and diluted, for Class A redeemable common stock is calculated by dividing the interest income earned on the Trust Account of $2,974 for the three month and inception to date period ended September 30, 2020, by the weighted average number of Class A redeemable common stock of 13,570,000 shares outstanding since issuance. Net loss per common share, basic and diluted, for Class B non-redeemable common stock (the “Class B common stock”), including the 471,400 private placement shares, for the three months ended September 30, 2020 is calculated by dividing the net loss of $165,339, less income attributable to Class A redeemable common stock of $2,974, by the weighted average number of Class B common stock outstanding for the period. Net loss per common share, basic and diluted, for Class B common stock for the inception to date period ended September 30, 2020 is calculated by dividing the net loss of $184,708, less income attributable to Class A redeemable common stock of $2,974, by the weighted average number of Class B common stock outstanding for the periods. Class B common stock includes the Founder Shares as these shares do not have any redemption features and do not participateinclude any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities.

Impact of COVID-19

The COVID-19 pandemic, which was declared by the World Health Organization as a pandemic in March 2020 and has spread worldwide, has caused many governments to implement measures to slow the spread of the outbreak through quarantines, travel restrictions, heightened border security and other measures. The impact of this pandemic has been, and will likely continue to be, extensive in many aspects of society, which has resulted, and will likely continue to result, in significant disruptions to the global economy as well as businesses and capital markets around the world. The future progression of the pandemic and its effects on the Company’s business and operations are uncertain.

In response to public health directives and orders and to help minimize the risk of the virus to employees, the Company has taken precautionary measures, including implementing work-from-home policies for certain employees. The impact of the virus, including work-from-home policies, may negatively impact productivity, disrupt the Company’s business, and delay its preclinical research and clinical trial activities and its development program timelines, the magnitude of which will depend, in part, on the length and severity of the restrictions and other limitations on the Company’s ability to conduct its business in the income earnedordinary course. Specifically, the Company may not be able to enroll additional patient cohorts on its planned timeline due to disruptions at its clinical trial sites. The Company is currently unable to predict when it will be able to resume normal clinical activities for its clinical programs. Other impacts to the Trust Account.


Class A Common Stock SubjectCompany’s business may include temporary closures of its suppliers and disruptions or restrictions on its employees’ ability to Possible Redemption

travel. Any prolonged material disruption to the Company’s employees or suppliers could adversely impact the Company’s preclinical research and clinical trial activities, financial condition and results of operations, including its ability to obtain financing.

The Company accounts for its Class A common stock subject to possible redemption in accordance withis monitoring the guidance in Accounting Standards Codification (“ASC”) Topic 480, “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that is either within the controlongoing impact of the holder or subject to redemption uponCOVID-19 pandemic on its business and the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s Class A common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at September 30, 2020, the 12,716,688 shares of Class A common stock subject to possible redemption are presented as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheet.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in aunaudited interim condensed consolidated financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. As of September 30, 2020,statements. To date, the Company has not experienced any material business disruptions or incurred any impairment losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.

Financial Instruments

Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include:

Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;

Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and

Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.


In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.

As of September 30, 2020, the carrying values of cash, accounts payable, accrued expenses,its assets as a result of the pandemic, and advances fromit is not aware of any specific related party approximate their fair values dueevent or circumstance that would require it to revise its estimates reflected in these unaudited interim condensed consolidated financial statements.

Risks and uncertainties

The Company has incurred significant net losses since inception and, prior to the short-term natureBusiness Combination, has funded operations through equity financings. Operating losses and negative cash flows are expected to continue for the foreseeable future. As losses continue to be incurred, the Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, successful discovery and development of its product candidates, regulatory approval of its product candidates, development by competitors of new technological innovations, dependence on key personnel, the ability to attract and retain qualified employees, protection of proprietary technology, compliance with governmental regulations, the impact of the instruments. TheCOVID-19 coronavirus, the ability to secure additional capital to fund operations and commercial success of its product candidates. Product candidates currently under development will require extensive preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel, and infrastructure and extensive compliance-reporting capabilities. Even if the Company’s portfoliodrug development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales.

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Use of Estimates

estimates

The preparation of the unaudited interim condensed consolidated financial statements in conformity with U.S. GAAP requires the Company's management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, andrelated disclosure of contingent assets and liabilities at the date of the unaudited interim condensed consolidated financial statements, and the reported amounts of revenueexpenses for the periods presented. Significant estimates and assumptions reflected in these unaudited interim condensed consolidated financial statements include, but are not limited to, the accrual of research and development expenses duringand the reporting periods.valuations of stock options and warrants. The Company bases its estimates on historical experience, known trends and other market-specific or other relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates when there are changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results couldmay differ from those estimates.estimates or assumptions.

Recent accounting pronouncements not yet effective

CashDebt with Conversion and Cash Equivalents

Other Options

The Company considers all short-term investmentsFASB has 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 original maturityEntity’s Own Equity (“ASU 2020-06”). ASU 2020-06 simplifies the accounting for convertible instruments, such as convertible debt or convertible preferred stock, by eliminating two potential methods in accounting for the embedded conversion feature. The standard also removes certain conditions previously used to evaluate whether a freestanding financial instrument, or certain types of three months or less when purchasedembedded features, are considered to be cash equivalents.settled in the issuer’s own equity. Finally, ASU 2020-06 requires that an entity use the if-converted method in calculating the effects of convertible instruments on diluted earnings per share, with one limited exception. The amendments in this ASU are effective for the Company for fiscal years beginning after December 15, 2023. Early adoption is permitted, but no earlier than for fiscal years beginning after December 15, 2020. The Company had no cash equivalentsis currently evaluating the effects of this guidance.

Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options

The FASB has issued ASU 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40). ASU 2021-04 provides guidance that an entity should treat a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange as an exchange of Septemberthe original instrument for a new instrument. The standard also provides guidance on how an entity should measure and recognize the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified. The amendments in this ASU are effective for the Company for fiscal years beginning after December 15, 2021. Early adoption is permitted for all entities, including adoption in an interim period. The Company is currently evaluating the effects of this guidance.

3. Business Combination

On March 15, 2021, POINT Biopharma Inc. entered into a definitive business combination agreement (the “Business Combination Agreement”) with Therapeutics Acquisition Corp., d/b/a Research Alliance Corp. I (“RACA”), a special purpose acquisition company, sponsored by RA Capital Management, that was created for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses. On June 30, 2020.2021, (the “Closing Date”), Bodhi Merger Sub, Inc. (“Bodhi Merger Sub”), a wholly-owned subsidiary of RACA’, merged with and into POINT Biopharma Inc. (the “Business Combination”), with POINT Biopharma Inc. as the surviving company in the Business Combination and, after giving effect to such Business Combination, POINT Biopharma Inc. became a wholly-owned subsidiary of RACA. RACA was then renamed “POINT Biopharma Global Inc.”

In accordance with the terms of the Business Combination Agreement, upon the closing of the Business Combination:

(i)each share and vested equity award of POINT Biopharma Inc. outstanding as of immediately prior to the Closing Date was converted into shares of Common Stock of the Company or comparable vested equity awards that are exercisable for shares of Common Stock of the Company, based on an implied vested equity value of $585,000,000 (which is equal to a conversion ratio of approximately 3.59-for-1); and

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(ii)all unvested equity awards of POINT Biopharma Inc. were converted into comparable equity awards that are exercisable for shares of Common Stock of the Company, determined based on the same conversion ratio at which the vested equity awards are converted into shares of Common Stock of the Company; and
(iii)each share of RACA Class A Common Stock and each share of RACA Class B Common Stock that was issued and outstanding immediately prior to the Closing Date became 1 share of Common Stock of the Company.

In connection with the Business Combination, the Company consummated the PIPE Financing, pursuant to which it received $165.0 million in exchange for 16,500,000 shares of Common Stock of the Company.

Offering CostsAfter giving effect to the Business Combination, there were 90,121,794 shares of Common Stock issued and outstanding.

We accounted for the Business Combination as a reverse recapitalization, in accordance with GAAP. POINT Biopharma Inc. is treated as the accounting acquirer (legal acquiree), while RACA is the accounting acquiree (legal acquirer) for financial reporting purposes. This determination is primarily based on the fact that the former POINT Biopharma Inc. shareholders retained a majority of the voting power of the Company and comprise a majority of the governing body of the Company, and the former POINT Biopharma Inc. senior management comprise substantially all of the senior management of the Company. Accordingly, for accounting purposes, the Business Combination is treated as the equivalent of POINT Biopharma Inc. issuing shares for the net assets of RACA, accompanied by a recapitalization. The net assets of RACA are stated at historical costs. NaN goodwill or other intangible assets is recorded.

Offering costs consist of legal, accounting,In connection with the Business Combination, the Company incurred underwriting fees and other costs incurred through the balance sheet date that are directly relatedconsidered to be direct or incremental to the Initial Public Offeringproceeds raised in connection with the Business Combination and were chargedPIPE Financing totaling approximately $22.2 million, consisting of costs incurred by RACA prior to stockholders' equity upon the completion of the Initial Public OfferingBusiness Combination as well as investment banker, legal, audit, tax, accounting and listing fees. These amounts are reflected within additional paid-in capital in July 2020.the interim condensed consolidated balance sheet as of June 30, 2021.

Income Taxes

Summary of net proceeds

The Company followsfollowing table summarizes the assetelements of the net proceeds from the Business Combination as of June 30, 2021:

Recapitalization

Cash - RACA Trust and cash (net of redemptions)

121,770,367

Cash - PIPE Financing

165,000,000

Less: Underwriting fees, costs incurred by RACA and other direct and incremental costs, each paid prior to June 30, 2021

(21,343,450)

Proceeds from the Business Combination, net of costs incurred by RACA and direct and incremental costs paid per the statement of cash flows

265,426,917

Less: Costs incurred by RACA and direct and incremental costs, each included in accounts payable and accrued liabilities

(861,496)

Net proceeds from the Business Combination

264,565,421

The net proceeds noted above exclude approximately $4.7 million in transaction costs that were not considered direct and liability methodincremental to the raising of capital. These costs consist of corporate expenses in the normal course of business comprised of accounting, for income taxes under FASB ASC 740, "Income Taxes." Deferred tax assetsconsulting, insurance and liabilities are recognized forboard retainer fees. These costs were recorded as incurred in accordance with the estimated future tax consequences attributable to differences betweennature of the financial statements carrying amountsservices received.

9

Summary of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. Deferred tax assets were deemed immaterial asshares of September 30, 2020.

Common Stock issued

The Company’s currently taxable income primarily consistsfollowing table summarizes the number of interest income onshares of Common Stock outstanding immediately following the Trust Account, less any franchise taxes. The Company’s formationconsummation of the Business Combination:

Number of 

Shares

RACA Class A and Class B shares outstanding prior to the Business Combination

16,039,769

Class A shares issued pursuant to the PIPE Financing

16,500,000

Business Combination and PIPE Financing shares as converted into Common Stock

32,539,769

Conversion of POINT Biopharma Inc. common shares into Common Stock

57,582,025

Total shares of POINT Biopharma Global Inc. Common Stock outstanding immediately following the Business Combination

90,121,794

4. Prepaid expenses and operating costs are generally considered start-up costsother current assets

Prepaid expenses and are not currently deductible. Duringother current assets consisted of the three months ended September 30, 2020following:

    

As of June 30, 2021

    

As of December 31, 2020

    

$

    

$

Prepaid clinical trial expenses

3,402,417

 

1,763,731

Deposit on production equipment

592,622

 

Canadian harmonized sales tax receivable

31,487

 

58,982

Insurance

3,980,461

Other

64,599

 

27,633

Total

8,071,586

 

1,850,346

5. Accrued expenses

Accrued liabilities consisted of the following:

    

As of June 30, 2021

    

As of December 31, 2020

$

    

$

Accrued financing costs

489,219

Accrued research and development costs

827,095

597,994

Accrued personnel costs

1,381,644

540,292

Accrued corporate legal fees and other professional services

280,092

210,099

Other accrued costs

167,757

130,656

Total

3,145,807

1,479,041

6. Property, plant and forequipment, net

Property, plant and equipment, net consisted of the period from April 15, 2020 (inception) through September 30, 2020, the Company recorded no income tax expense. The Company’s effective tax rate for three months ended September 30, 2020 and for the period from April 15, 2020 (inception) through September 30, 2020 was 0%, which differs from the expected income tax rate due to start-up costs (discussed above) which are not currently deductible.following:

    

As of June 30, 2021

    

As of December 31, 2020

$

    

$

Property in development

14,835,081

 

9,797,400

Machinery and equipment

701,883

 

Computer equipment

95,979

 

Furniture and fixtures

21,280

 

Total

15,654,223

 

9,797,400

FASB ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement

10


The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no amounts accrued for interest and penalties as of September 30, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position.

The Company may be subject to potential examination by U.S. federal, U.S. state or foreign taxing authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with U.S. federal, U.S. state and foreign tax laws. The Company's management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.

Recent Accounting Pronouncements

The Company's management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company's financial statements.

Note 3 — Initial Public Offering

7. Mortgage payable

On July 10, 2020, pursuant to the Initial Public Offering, the Company sold 13,570,000 shares of Class A common stock (the “Public Shares”), including the issuance of 1,770,000 shares asobtained a result of the underwriters’ exercise in full of their over-allotment option. The Class A common stock was sold at a price of $10.00 per share, generating gross proceeds to the Company of $135.7 million.

Note 4 — Related Party Transactions

Founder Shares

On April 30, 2020, the Sponsor paid $25,000 in consideration for 2,875,000 shares (the "Founder Shares") of the Company's common stock, par value $0.0001 per share (the "common stock").

On July 8, 2020 the Company effected a 1:1.18 stock split resultingmortgage loan in the initial stockholders holding 3,392,500 Founder Shares,amount of which up to an aggregate$3,562,500 (the “Mortgage”) for the purpose of 442,500 shares were subject to forfeiture. Unless the context otherwise implies, all sharepurchasing land and per-share amountsa 77,000 square-foot building located in these financial statements have been retroactively restated to reflect the stock split.

The Company filed an Amended and Restated Certificate of Incorporation on June 15, 2020, such that the Company is authorized to issue shares of Class B common stock. Pursuant to the amendment, the Founder Shares were converted into shares of Class B common stock.

The Founder Shares will automatically convert into shares of Class A common stock at the time of the Company's initial Business Combination and are subject to certain transfer restrictions, as described in Note 6. The Company’s Sponsor had agreed to forfeit up to 442,500 Founder Shares to the extent that the over-allotment option was not exercised in full by the underwriters. On July 10, 2020, the underwriters exercised the over-allotment option in full; thus, these Founder Shares were no longer subject to forfeiture.

The Sponsor, directors and executive officers have agreed, subject to limited exceptions, not to transfer, assign or sell any of its Founder Shares or Private Placement Shares until the earlier to occur of: (A) one year after the completion of the initial Business Combination or (B) subsequent to the initial Business Combination, (x) if the last sale price of the shares of Class A common stock equals or exceeds $12.00 per share (as adjusted for share splits, share dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial Business Combination, or (y) the date on which the Company completes a liquidation, merger, capital stock exchange or other similar transaction that results in all of the Company's stockholders having the right to exchange their Class A common stock for cash, securities or other property.


Private Placement Shares

Concurrently with the closing of the Initial Public Offering, the Sponsor purchased 471,400 Private Placement Shares, at a price of $10.00 per share in a private placement for an aggregate purchase price of $4.7 million. The Private Placement Shares are identical to the shares of Class A common stock sold in the Initial Public Offering, subject to certain limited exceptions as described in Note 1.

The Sponsor and the Company's officers and directors have agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Shares until 30 days after the completion of the initial Business Combination.

Related Party Loans

On April 30, 2020, the Sponsor agreed to loan the Company an aggregate of up to $300,000 to cover expenses related to the Initial Public Offering pursuant to a promissory noteIndianapolis, Indiana (the “Note”“Property”). The Note was noninterest bearing, unsecured and due onMortgage is collateralized by a first charge over the date the Company consummates the Initial Public Offering or the date on which the Company determines not to conduct the Initial Public Offering. The Company borrowed approximately $277,687 under the Note, and fully repaid the Note in full in July 2020.

In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company's officers and directors may, but are not obligated to, loan the Company funds as may be required ("Working Capital Loans"). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination is not completed, the Company may use a portion of the proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender's discretion, up to $1.5 million of such Working Capital Loans may be convertible into Private Placement Shares at a price of $10.00 per share.Property. As of September 30, 2020, there were no amounts outstanding under any Working Capital Loan.

Private Placement of Common Stock

The Sponsor has indicated an interest to purchase $25.0 million of the Company's common stock in a private placement that would occur concurrently with the consummation of the initial Business Combination. The funds from such private placement would be used as part of the consideration to the sellers in the initial Business Combination, and any excess funds from such private placement would be used for working capital in the post-transaction company. However, because indications of interest are not binding agreements or commitments to purchase, the Sponsor may determine not to purchase any such shares, or to purchase fewer shares than it indicated an interest in purchasing. Furthermore,financing the Company is not under any obligation to sell any such shares.


Note 5 — Commitmentsincurred $17,194 of costs and Contingencies

Registration Rights

Holdersfees from the lender that are capitalized and recorded as finance costs over the life of the Founder Shares will be entitledMortgage.

The Mortgage bears interest at 2.85% plus a minimum rate of 1-month LIBOR, subject to registration rightsa LIBOR floor of 0.25%. The Mortgage requires quarterly interest payments, which commenced on October 1, 2020, with respect to the Founder Sharesprincipal amount due at maturity on January 10, 2022.

For the six months ended June 30, 2021, the Company recorded $54,605 in interest costs (June 30, 2020 — $NaN) which have been capitalized within property, in development, and Private Placement Shares (in the caseCompany recorded $5,662 in amortization of debt issuance costs (June 30, 2020 — $NaN) through finance costs.

The Mortgage is guaranteed by a stockholder of the Founder Shares, only after conversionCompany (the “Guarantor”). As of such shares into shares of Class A common stock) pursuant to a registrationJune 30, 2021, the Guarantor was in compliance with this covenant. See Note 14 regarding the repayment and stockholder rights agreement entered into in connection with the consummationrelease of the Initial Public Offering. Holders of the Founder Shares and Private Placement Shares are entitled to certain demand and "piggyback" registration and stockholder rights. However, the registration and stockholder rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until the termination of the applicable lock-up period for the securities to be registered. The Company will bear the expenses incurred in connection with the filing of any such registration statements.Mortgage.

8. Stockholders’ equity

Common Stock

Underwriting Agreement

The Company granted the underwriters a 45-day option from the date of the final prospectus relating to the Initial Public Offering to purchase up to 1,770,000 additional shares of Class A common stock to cover over-allotments, if any, at $10.00 per share, less underwriting discounts and commissions. The underwriters exercised this option in full on July 10, 2020.

The underwriters were entitled to an underwriting discount of $0.20 per share, or approximately $2.7 million in the aggregate, paid upon the closing of the Initial Public Offering. An additional fee of $0.35 per share, or approximately $4.8 million in the aggregate, will be payable to the underwriters for deferred underwriting commissions. The deferred underwriting commissions will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement.

Risks and Uncertainties

Management continues to evaluate the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company's financial position, results of its operations and/or search for a target company, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Note 6 — Stockholders' Equity

Class A common stockThe Company is authorized to issue 100,000,000430,000,000 shares of Class A commonCommon Stock, with a par value of $0.0001 per share,as well as 20,000,000 of shares of preferred stock, with a par value of $0.0001 per share. Holdersshare (“Preferred Stock”). The figures below are presented giving effect to a retroactive application of Class Athe Business Combination which resulted in a conversion of the previous Point Biopharma Inc. common shares to shares of Common Stock of the Company at a conversion ratio of approximately 3.59:1. The par value of previous Point Biopharma Inc. common shares was $0.001. See Note 3 for additional details.

During the six months ended June 30, 2021, the Company issued 2,934,369 shares of Common Stock of which 2,869,799 shares were issued in connection with the exercise of warrants and 64,570 shares were issued in connection with the exercise of stock options issued to a non-employee consultant, each at an exercise price of approximately $6.97 per share resulting in total cash proceeds of $20,450,000.

As of June 30, 2021, the number of total issued and outstanding shares of Common Stock is 90,121,794 (December 31, 2020 – 54,647,656). As of June 30, 2021, there were NaN issued and outstanding shares of Preferred Stock (December 31, 2020 — NaN).

Each share of Common Stock entitles the holder to 1 vote on all matters submitted to a vote of the Company’s stockholders. Common stockholders are entitled to one vote for each share. At Septemberreceive dividends, if any, as may be declared by the Company’s board of directors. During the six months ended June 30, 2021, 0 cash dividends had been declared or paid by the Company (June 30, 2020 there was 14,041,400 Class A shares issued and outstanding, including 12,716,688 subject to possible redemption.— $NaN).

Class B common stockThe Company is authorizedCompany’s board of directors has the authority to issue 10,000,000 shares of Class B commonPreferred Stock from time to time on terms it may determine, to divide shares of Preferred Stock into one or more series and to fix the designations, preferences, privileges, and restrictions of Preferred Stock, including dividend rights, conversion rights, voting rights, terms of redemption, liquidation preference, sinking fund terms, and the number of shares constituting any series or the designation of any series to the fullest extent permitted by the Delaware General Corporation Law. During the six months ended June 20, 2021, 0 shares of Preferred Stock have been issued by the Company (June 30, 2020 - $nil).

9. Stock-based compensation

In March 2020, the board of directors of POINT Biopharma Inc. approved the 2020 Equity Incentive Plan (the “2020 EIP”). The 2020 EIP provided for the granting of incentive and nonqualified stock par value $0.0001 per share. Holdersoptions, stock appreciation rights, restricted stock units, performance awards and other stock-based awards to employees, directors, and consultants of Class B common stock are entitled to one vote for each share. InPOINT Biopharma Inc. Effective as of June 30, 2021, in connection with the filingBusiness Combination, the Company’s board of directors adopted the POINT Biopharma Global Inc. 2021 Equity Incentive Plan (the “2021 EIP”) to replace the 2020 EIP and allow the Company to grant equity and equity-based incentive awards to officers, employees, non-employee directors and consultants of the Amended and Restated Certificate of Incorporation, the 3,392,500 shares of common stock that were outstanding became shares of Class B common stock, of which 442,500 share were subject to forfeiture to the extent that the underwriters' over-allotment option was not exercised in full or in part, so that the Company’s Sponsor would collectively own 20.0% of the Company's issued and outstanding shares of common stock after the Public Offering. The underwriters exercised this option in full on July 10, 2020; thus these Founder Shares were no longer subject to forfeiture.

The shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the Company’s Business Combination on a one-for-one basis (subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like), and subject to further adjustment as provided herein. In the case that additional shares of Class A common stock, or equity-linked securities, are issued or deemed issued in excess of the amounts offered in this prospectus and related toCompany. Upon the closing of the Business Combination, including pursuantthe Company assumed the outstanding equity awards under the 2020 EIP and each outstanding option to a specified future issuance, the ratio at whichacquire common shares of Class B common stock shall convert intoPoint

11

Biopharma Inc. (whether vested or unvested) under the 2020 EIP was substituted with a substantially equivalent option to acquire shares of Class ACommon Stock of the Company based on the conversion ratio for the POINT Biopharma Inc. common stock willshares in the Business Combination and remains outstanding under the 2020 EIP. No further grants may be adjusted (unlessmade under the Sponsor agrees to waive such adjustment with respect to any such issuance or deemed issuance, including a specified future issuance) so2020 EIP.

The Company concluded that the number of shares of Class A commonreplacement stock issuable upon conversion of all shares of Class B common stock will equal, in the aggregate, on an as-converted basis, 20% of the sum of the total number of all shares of common stock outstanding upon completion of this offering plus all shares of Class A common stock and equity-linked securities issued or deemedoptions issued in connection with the Business Combination (afterdid not require accounting for effects of the modification under the ASC 718 – Compensation – Stock Compensation (“ASC 718”) as it was concluded that a) the fair value of the modified award is the same as the fair value of the original award immediately before the original award was modified, b) there are no changes to the vesting conditions of the award, and c) there is no change to the classification of the award.

The Company recorded $1,028,512 to research and development expense and $77,945 to general and administrative expenses for stock-based compensation for the three months ended June 30, 2021 (June 30, 2020 — $554,888 to general and administrative expenses). The Company recorded $1,428,669 to research and development expense and $155,033 to general and administrative expenses for stock-based compensation for the six months ended June 30, 2021 (June 30, 2020 - $1,215,051 to general and administrative expenses). The Company did not recognize a tax benefit related to stock-based compensation expense during the six months ended June 30, 2021, as the Company had net operating losses carryforwards and recorded a valuation allowance against the deferred tax asset.

The following table summarizes the activity relating to the Company’s stock options. The below stock option figures are presented giving effect to any redemptionsa retroactive application of shares of Class A common stock by public stockholders) (excluding any shares or equity-linked securities issued, or to be issued, to any seller in the Business Combination and any private placement shares).


The Company’s Sponsor may also elect to convert their shareswhich resulted in a replacement of Class B commonthe previous Point Biopharma Inc. stock into an equal numberoptions with stock options of shares of Class A common stock, subject to adjustmentthe Company, as provideddescribed above, at any time.a conversion ratio of approximately 3.59:1. In addition, the exercise price for each replacement stock option is also adjusted at using the ratio of approximately 3.59:1. See Note 3 for additional details:

    

    

    

    

Weighted-

Average

Weighted

Remaining

Number of

Average Exercise

Contractual

    

Shares

    

Price

    

Term (in years)

Outstanding as of December 31, 2020

 

2,364,010

 

2.88

 

Granted

 

358,724

 

6.97

 

Exercised

 

(64,570)

 

6.97

 

Forfeited

 

(35,872)

 

6.97

 

Outstanding as of June 30, 2021

 

2,622,292

 

3.28

 

5.5

Vested and expected to vest as of June 30, 2021

 

2,622,292

 

3.28

 

5.5

Options exercisable as of June 30, 2021

 

917,885

 

4.34

 

6.6

PreferredDuring the three months ended June 30, 2021, 0 stock – options were granted. During the six months ended June 30, 2021, 358,724 stock options, were granted to a non-employee consultant of the Company. The Company is authorizedvesting terms of the grant are such that 25% of the options vested immediately upon grant, 10% of the options were initially to issue 1,000,000 sharesvest in a year following the grant and the remaining options were initially to vest based on certain performance milestones. Upon completion of preferredthe Business Combination, the remaining 269,043 unvested stock with such designations, votingoptions immediately vested and other rights and preferences as may be determined from time to time byall remaining unrecognized stock-based compensation expense was recorded.

During the Company's board of directors. At Septemberthree months ended June 30, 2020, there was no preferred0 stock outstanding.

Note 7 – Fair Value Measurements

options were granted. During the six months ended June 30, 2020, 6,787 stock options were granted to an employee and 1,727,666 stock options were granted to non-employee consultants of the Company. The vesting terms of these grants are such that 25% of the options vest after the 1st year anniversary of the date of grant and the remaining options vesting ratably over the remaining three years.

The following table presents information aboutthe assumptions used in the Black-Scholes-Merton option-pricing model to determine the grant date fair value of stock options granted:

    

Six months ended

    

Six months ended

 

    

June 30, 2021

June 30, 2020

 

Risk-free interest rate

 

0.716

%  

0.504

%

Expected term (in years)

 

5.375

 

4.25

Expected volatility

 

65

%  

65

%

Expected dividend yield

 

0

%  

0

%

12

During the six months ended June 30, 2021, a non-employee consultant of the Company exercised 64,570 stock options resulting in the issuance of 64,570 shares of Common Stock for cash proceeds of $450,000.

As of June 30, 2021, the unrecognized stock-based compensation expense related to unvested stock options, was $1,118,674 and the estimated weighted average remaining vesting period was 2.3 years.

10. Commitments and contingencies

Property, in development commitment

The Company entered into agreements for the engineering design and modification of the property, in development. As at June 30, 2021, the Company is committed to future payments of approximately $4.6 million, relating to the construction and retrofit of the building, which are due before the expected completion in fiscal year 2021. During the three and six months ended June 30, 2021, approximately $2.2 million and $4.9 million, respectively has been recorded within property, plant and equipment in connection with these agreements (three and six months ended June 30, 2020 – $0.1 million and $0.1 million, respectively).

Clinical trial and commercial commitments

The Company in the normal course of business enters into various services and supply agreements in connection with its clinical trials to ensure the supply of certain product and product lines during the Company’s assetsclinical phase. These agreements often have minimal purchase commitments and generally terminate upon the termination of the clinical trial. Minimum purchase commitments under these agreements range from $200,000 to $3,200,000 with a total aggregate remaining minimum commitment amount of approximately $8.0 million with payments ranging from three to eight years or upon completion of the clinical trial, if earlier. The Company recorded research and development expenses in connection with its supply agreements of approximately $0.8 million and $1.3 million, respectively, during the three and six months ended June 30, 2021 (three and six months ended June 30, 2020  - $NaN and $NaN, respectively).

The Company also has a supply agreement with a third party to purchase certain products for use in the Company’s full scale production process. The Company is committed to purchase a minimum quantity of product in the amount of approximately $50.7 million ($62.9 million CAD) over the contract term. The purchase commitments are contingent upon the completion of certain milestones by the third-party supplier. The Company recorded $NaN and $NaN, respectively, in connection with this agreement during the three and six months ended June 30, 2021 (three and six months ended June 30, 2020 - $NaN and $NaN, respectively).

The Company also has an agreement with a third party to provide certain services in connection with the Company’s SPLASH clinical phase study. The agreement expires on the date of the completion or termination of the clinical trial. The remaining minimum purchase commitment under this agreement is approximately $51.3 million with payments that are measured at fair value onrange from one to six years. The Company recorded research and development expenses in connection with this agreement of approximately $1.8 million and $3.0 million, respectively, during the three and six months ended June 30, 2021 (three and six months ended June 30, 2020 – $0.2 million, and $0.2 million, respectively).

License agreements

The Company in the normal course of business enters into license and sublicense agreements in connection with its clinical trials and product development. For additional details of the Company’s license agreements, see Note 12 in the 2020 Financial Statements. The Company recorded research and development expenses in connection to its license agreements of approximately $0.5 million and $1.0 million, respectively, during the three and six months ended June 30, 2021 (three and six months ended June 30, 2020 – $NaN and $NaN, respectively).

On June 30, 2021, the Company entered into a recurring basislicense agreement with the Belgian Nuclear Research Centre (“SCK-CEN”). Under the SCK-CEN Agreement, the Company was granted a worldwide, royalty-bearing, non-exclusive, sublicensable license under SCK-CEN’s patent rights to develop, make, have made, use and import the no-carrier added Lu-177 using SCK CEN Technology. The Company is obligated to make aggregate milestone payments to SCK-CEN of up to $130,000 (€110,000) upon the achievement of certain technology implementation milestones. The Company is also obligated to make aggregate minimum royalty payments of $8,500,000 (€7,120,000) over the course of 8 years commencing in 2023. The Company did not record any costs in connection to this license agreement as of SeptemberJune 30, 2020 and indicates2021.

13

11. Net loss per share

Basic loss earnings per share is computed by dividing the fair value hierarchyloss available to common stockholders by the weighted-average number of shares of Common Stock outstanding during the period. Diluted loss per share is computed by dividing loss available to common stockholders by the weighted-average number of shares of Common Stock outstanding during the period increased to include the number of additional shares of Common Stock that would have been outstanding if the potentially dilutive securities had been issued, using the treasury stock method. The below figures are presented giving effect to a retroactive application of the valuation techniques thatBusiness Combination which resulted in a conversion of the previous Point Biopharma Inc. common shares to shares of Common Stock of the Company utilizedat a conversion ratio of approximately 3.59:1. See Note 3.

Three months

Three months

Six months

Six months

ended June 30,

ended June 30,

ended June 30,

ended June 30,

    

2021

    

2020

    

2021

    

2020

Net loss attributable to common stockholders

8,804,658

 

3,191,997

14,589,079

 

4,774,831

Weighted-average common shares outstanding-basic and diluted

57,582,025

 

45,362,014

57,116,747

 

22,986,636

Net loss per share attributable to common stockholders-basic and diluted

$

0.15

$

0.07

$

0.26

$

0.21

The Company’s potentially dilutive securities, which include stock options and warrants, have been excluded from the computation of diluted net loss per share as the effect would be to determinereduce the net loss per share. Therefore, the weighted-average number of shares of Common Stock outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same.

12. Income Taxes

The Company has operations in both the United States and Canada, as such fair value.

Description September 30, 2020  

Quoted Prices in
Active Markets

(Level 1)

  Significant Other
Observable Inputs
(Level 2)
  Significant Other
Unobservable Inputs
(Level 3)
 
Assets held in Trust Account:                
Marketable securities held in Trust Account $135,702,974  $135,702,974  $-  $- 
Total $135,702,974  $135,702,974  $               -  $            - 

Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period. There were no transfers between levelsit is subject to tax in both countries. The income tax expense for the three months ended SeptemberJune 30, 2021 and June 30, 2020 was $123,782 and $58,261 respectively. The income tax expense for the period from April 15,six months ended June 30, 2021 and June 30, 2020 (inception) through Septemberwas $164,207 and $73,505 respectively. As of June 30, 2020.

Level 1 instruments include investments in money market funds and U.S. Treasury securities. The2021, the Company uses inputs such as actual trade data, benchmark yields, quoted market prices from dealers or brokers, and other similar sources to determine the fair value of its investments.

Note 7had 0 uncertain tax positions (December 31, 2020 — Subsequent Events

$NaN).

The Company evaluated subsequentfiles income tax returns in the US federal, certain state, and Canada with varying statutes of limitations. The Company is not currently subject to tax examinations by any taxing jurisdiction. However, in the event of any such examination of its tax years 2019 and 2020, there may or may not be an impact on the Company’s net operating loss carryforwards and credits. The Company does not anticipate that any potential tax adjustments resulting from such examinations will have a significant impact on its financial position or results of operations.

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was passed into law. The CARES Act includes several significant business tax provisions including modification to the taxable income limitation for utilization of net operating losses incurred in 2019 and 2020, an increase to the limitation on deductibility of certain business interest expense, bonus depreciation for purchases of qualified improvement property and special deductions on certain corporate charitable contributions. The Company analyzed the provisions of the CARES Act and determined there was no impact to its income tax provision for the three and six months ended June 30, 2021 and 2020.

14

13. Related party transactions

The Company recognized expenses in connection with related party transactions in the unaudited condensed consolidated statements of operations as follows:

Three months ended

Three months ended

Six months ended

Six months ended

June 30, 2021

June 30, 2020

June 30, 2021

June 30, 2020

    

$

    

$

    

$

    

$

Stock-based compensation for consulting arrangement

554,888

1,109,776

Consulting fees to stockholder

88,267

160,691

Consulting fees on business activities to Board member

53,892

34,207

83,878

56,369

Reimbursement to Board member for occupancy costs

19,584

36,819

Total

73,476

677,362

120,697

1,326,836

Transactions with related parties are in the normal course of operations and have been measured at their agreed upon exchange amount.

During the six months ended June 30, 2020, the Company issued stock options to shareholders of a related party in exchange primarily for legal and financial consulting services. NaN amounts are owing in respect of these services as of June 30, 2021.

During the six-month periods ended June 30, 2021 and 2020, the Company received consulting services for research and development from a Board member, for which $33,910 is recorded within accrued liabilities as of June 30, 2021. In addition, during the six months ended June 30, 2020, the Company received consulting services for manufacturing planning from a shareholder. NaN amounts are owing in respect of these services as of June 30, 2021.

The Company currently has a lease arrangement in place with a Board member for the use of office space. The arrangement does not have a defined contractual lease term and is payable monthly. The Company has applied the short-term lease exemption under ASC Topic 842, Leases to this arrangement and is recording the lease payments of approximately $6,000 monthly as rent expense.

14. Subsequent events

Issuance of stock options

On July 6, 2021, the Company granted 1,004,959 stock options for the purchase of shares of Common Stock,  each with an exercise price of $8.47, to its non-employee directors and transactionscertain executive officers and other employees. The vesting terms of these options are such that occurred through25% of the options vest after the 1st year anniversary of the date thatof grant and the financial statements were available to be issued. The Company did not identify any subsequent events that would have required adjustment or disclosureremaining options vesting ratably over the remaining three years.

Repayment of Mortgage

On July 29, 2021, the Mortgage on the manufacturing facility in Indianapolis, Indiana was repaid and the financial statements.related guarantee was released.


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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

References to the “Company,” “our,” “us” or “we” refer to Therapeutics Acquisition Corp. d/b/a Research Alliance Corp. I. The following discussion and analysis of the Company’sour financial condition and results of operations should be read in conjunctiontogether with theour unaudited condensed consolidated financial statements and the notes thereto containedfor the three and six months ended June 30, 2021 and 2020 (the “Q2 2021 Financial Statements”) appearing elsewhere in this report. Certain informationQuarterly Report on Form 10-Q and our audited consolidated financial statements and notes thereto for the periods ended December 31, 2020 and 2019 (the “2020 Financial Statements”) contained in our Registration Statement on Form S-1 filed with the discussion and analysis set forth below includes forward-looking statements that involve risks and uncertainties.

SEC on July 30, 2021 (the “Form S-1 Registration Statement”). Please also see the section entitled “Cautionary Note Regarding Forward-Looking Statements.”

Cautionary Note Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q includes forward-looking statements withincontains “forward-looking statements” which are made pursuant to the meaningsafe harbor provisions of Section 27A of the Securities Act of 1933, as amended, (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). We have based theseOur forward-looking statements on our current expectations and projections about future events. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “continue,” or the negative of such terms or other similar expressions. Such statements include, but are not limited to, statements regarding our or our management team’s expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible business combinations,” “potential,” “predict,” “project,” “should,” “will,” “would and similar expressions (including the financing thereof,negative of any of the foregoing) may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.  By their nature, forward-looking statements involve risks and related matters, as well as alluncertainties because they relate to events and depend on circumstances that may or may not occur in the future. These factors include, but are not limited to, the following:

the success, cost and timing of our product development activities and clinical trials, our plans for clinical development of our product candidates and the initiation and completion of any other clinical trials and related preparatory work and the expected timing of the availability of results of the clinical trials;
our ability to recruit and enroll suitable patients in our clinical trials;
the potential attributes and benefits of our product candidates;
our ability to obtain and maintain regulatory approval for our product candidates, and any related restrictions, limitations or warnings in the label of an approved product candidate;
our ability to obtain funding for our operations, including funding necessary to complete further development, approval and, if approved, commercialization of our product candidates;
the period over which we anticipate our existing cash and cash equivalents will be sufficient to fund our operating expenses and capital expenditure requirements;
the potential for our business development efforts to maximize the potential value of our portfolio;
our ability to identify, in-license or acquire additional product candidates;
our ability to maintain the license agreements underlying our product candidates;
our ability to compete with other companies currently marketing or engaged in the development of treatments for the indications that we are pursuing for our product candidates;
our expectations regarding our ability to obtain and maintain intellectual property protection for our product candidates and the duration of such protection;
our ability to contract with and rely on third parties to assist in conducting our clinical trials and manufacture our product candidates;
the development of our own manufacturing facility in Indianapolis, Indiana and the ability of this facility to provide adequate production capacity to meet future commercial demands for our product candidates;
the size and growth potential of the markets for our product candidates, and our ability to serve those markets, either alone or in partnership with others;
the rate and degree of market acceptance of our product candidates, if approved;
the pricing and reimbursement of our product candidates, if approved;
regulatory developments in the United States and foreign countries;
the impact of laws and regulations;
our ability to attract and retain key scientific, medical, commercial or management personnel;
our estimates regarding expenses, future revenue, capital requirements and needs for additional financing;
our financial performance;

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the ability to recognize the anticipated benefits of the Business Combination, as defined below. which may be affected by, among other things, competition and our ability to grow and manage growth profitably;
our estimates regarding expenses, future revenue, capital requirements and needs for additional financing;
the level of activity in the trading market for our Common Stock and the volatility of the market price of our Common Stock;
the effect of the COVID-19 coronavirus (“COVID-19”) pandemic on the foregoing; and
other factors detailed under the section entitled “Risk Factors” in the Form S-1 Registration Statement

These forward-looking statements are based on current expectations and beliefs concerning future developments and their potential effects. There can be no assurance that future developments affecting us will be those that we have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other statements other than statements of historical fact included in this Form 10-Q. Factorsassumptions that mightmay cause actual results or contributeperformance to such a discrepancybe materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described under the heading “Risk Factors” in the Form S-1 Registration Statement. Should one or more of these risks or uncertainties materialize, or should any of our other Securitiesassumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Some of these risks and Exchange Commission (“SEC”) filings.

uncertainties may in the future be amplified by the COVID-19 outbreak and there may be additional risks that we consider immaterial or which are unknown. It is not possible to predict or identify all such risks. Readers are cautioned not to place undue reliance on forward-looking statements because of the risks and uncertainties related to them and to the risk factors. We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

Overview

Introduction

We are a blank checklate-stage clinical precision oncology company focused on the development and commercialization of next-generation radiopharmaceuticals for the treatment of cancer. We seek to transform the lives of patients through the development of new radioligand therapies to lead the fight against cancer.

We are focused on developing targeted radioligand products for the treatment of in-tumor tissues, with the goal of radiopharmaceuticals gaining market adoption and becoming a core pillar of cancer treatment. We are advancing our broad and diverse pipeline with two clinical trials, one of which has completed enrolment and one which is currently enrolling. Critical to our success has been the ability to assemble an accomplished management team with proven track records in the pharmaceutical and radiopharmaceutical industry. We are led by a senior management team with extensive capabilities in the development and manufacturing of radiopharmaceuticals as well as business development and portfolio management.

We were incorporated on April 15, 2020September 18, 2019 (“Inception”) as POINT Theranostics Inc. under the General Corporation Law of the State of Delaware and subsequently amended our name to “POINT Biopharma Inc.” on November 22, 2019. Subsequent to the Business Combination, as defined below, POINT Biopharma Inc. became a wholly-owned subsidiary of POINT Biopharma Global Inc. on June 30, 2021.

Business Combination

On June 30, 2021 (the “Closing Date”), we consummated a business combination transaction (the “Business Combination”) with Therapeutics Acquisition Corp., d/b/a Research Alliance Corp. I, a Delaware corporation for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses (the “Business Combination”). We have not selected any Business Combination target and we have not, nor has anyone on our behalf, initiated any substantive discussions, directly or indirectly, with any Business Combination target. We intend to effectuate our initial Business Combination using cash from the proceeds of our Initial Public Offering and the shares, our shares, debt or a combination of cash, equity, and debt.

The registration statement for our Initial Public Offering was declared effective on July 7, 2020. On July 10, 2020, we consummated the Initial Public Offering of 13,570,000 shares of Class A common stock at $10.00 per share, generating gross proceeds of $135.7 million, and incurring offering costs of approximately $8.1 million, inclusive of approximately $4.8 million in deferred underwriting commissions.

Simultaneously with the closing of the Initial Public Offering, we consummated the private sale of 471,400 shares of Class A Common Stock (the “Private Placement” or “Private Placement Shares”) at a price of $10.00 per Private Placement Share to our sponsor, Therapeutics Acquisition Holdings LLC (our “Sponsor”(“RACA”), generating gross proceeds of approximately $4.7 million.

Upon the closing of the Initial Public Offering and Private Placement, $135,700,000 ($10.00 per share) of the net proceeds of the Initial Public Offering and certain of the proceeds of the Private Placement were placed in a trust account (the “Trust Account”), located in the United States, at JP Morgan Chase Bank, N.A., maintained by Continental Stock Transfer & Trust Company, acting as trustee. Except with respectpursuant to interest earned on the funds in the trust account that may be released to us to pay our taxes, if any, the proceeds from the Initial Public Offering will not be released from the trust account until the earliest to occur of: (a) the completion of our initial Business Combination, (b) the redemption of any public shares properly tendered in connection with a stockholder vote to amend our amended and restated memorandum and articles of association (i) to modify the substance or timing of its obligation to redeem 100% of our public shares if we do not complete our initial Business Combination within 24 months from the closing of the Initial Public Offering or (ii) with respect to any other provisions relating to stockholders' rights or pre-initial Business Combination activity and (c) the redemption of all of our public shares if we have not completed our initial Business Combination within 24 months from the closing of the Initial Public Offer, subject to applicable law.


If we are unable to complete a Business Combination within 24 months from the closing of the Initial Public Offering, or July 10, 2022 (the "Combination Period"), we will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account including interest earned on the funds held in the Trust Account and not previously released to us to pay our income taxes (less up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding Public Shares, which redemption will completely extinguish Stockholders' rights as stockholders (including the right to receive further liquidating distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of our remaining stockholders and our board of directors, proceed to commence a voluntary liquidation and thereby a formal dissolution of the Company, subject in each case to our obligations to provide for claims of creditors and the requirements of other applicable law.

The issuance of additional shares in a Business Combination:

§ may significantly dilute the equity interest of investors in this offering, which dilution would increase if the anti-dilution provisions in the shares of Class B common stock resulted in the issuance of shares of Class A common stock on a greater than one-to-one basis upon conversion of the shares of Class B common stock;

§ may subordinate the rights of holders of shares of Class A common stock if shares of preferred stock are issued with rights senior to those afforded our shares of Class A common stock;

§ could cause a change in control if a substantial number of shares of our Class A common stock are issued, which may affect, among other things, our ability to use our net operating loss carry forwards, if any, and could result in the resignation or removal of our present officers and directors;

§ may have the effect of delaying or preventing a change of control of us by diluting the share ownership or voting rights of a person seeking to obtain control of us; and

§ may adversely affect prevailing market prices for our shares of Class A common stock. Similarly, if we issue debt securities or otherwise incur significant debt, it could result in:

§ default and foreclosure on our assets if our operating revenues after an initial Business Combination are insufficient to repay our debt obligations;

§ acceleration of our obligations to repay the indebtedness even if we make all principal and interest payments when due if we breach certain covenants that require the maintenance of certain financial ratios or reserves (in the absence of a waiver or renegotiation of that covenant);

§ our immediate payment of all principal and accrued interest, if any, if the debt security is payable on demand;

§ our inability to obtain necessary additional financing if the debt security contains covenants restricting our ability to obtain such financing while the debt security is outstanding;

§ our inability to pay dividends on our shares of Class A common stock;

§ using a substantial portion of our cash flow to pay principal and interest on our debt, which will reduce the funds available for dividends on our shares of Class A common stock if declared, expenses, capital expenditures, acquisitions and other general corporate purposes;


§ limitations on our flexibility in planning for and reacting to changes in our business and in the industry in which we operate;

§ increased vulnerability to adverse changes in general economic, industry and competitive conditions and adverse changes in government regulation; and

§ limitations on our ability to borrow additional amounts for expenses, capital expenditures, acquisitions, debt service requirements, execution of our strategy and other purposes and other disadvantages compared to our competitors who have less debt.

As indicated in the accompanying financial statements, as of September 30, 2020, we had $1.1 million in cash. Further, we expect to incur significant costs in the pursuit of our initial Business Combination. We cannot assure you that our plans to raise capital or to complete our initial Business Combination will be successful.

Results of Operations and Known Trends or Future Events

We have neither engaged in any operations nor generated any revenues to date. Our only activities since inception have been organizational activities, those necessary to prepare for our Initial Public Offering and identifying a target company for our initial Business Combination. We do not expect to generate any operating revenues until after completion of our initial Business Combination. We generate non-operating income in the form of interest income on cash and cash equivalents held in the Trust Account. We incur expenses as a result of being a public company (for legal, financial reporting, accounting and auditing compliance), as well as expenses as we conduct due diligence on prospective Business Combination candidates.

For the three months ended September 30, 2020, we had a net loss of $165,339, which consists of operating costs of $168,313, offset by interest income on marketable securities held in the Trust Account of $2,974.

For the period from April 15, 2020 (inception) through September 30, 2020, we had a net loss of $184,708, which consists of formation and operating costs of $187,682, offset by interest income on marketable securities held in the Trust Account of $2,974.

Liquidity and Capital Resources

Our liquidity needs have been satisfied prior to the completion of our Initial Public Offering through receipt of a $25,000 capital contribution from our Sponsor in exchange for the issuance of the Founder Shares to our Sponsor and a commitment from our Sponsor to loan us up to $300,000 to cover our expenses in connection with our Initial Public Offering.

The net proceeds from (i) the sale of the shares of Class A common stock in our Initial Public Offering, after deducting offering expenses of $0.6 million, underwriting commissions of $2.7 million (excluding deferred underwriting commissions of $4.8 million), and (ii) the sale of the Private Placement Shares for a purchase price of $4.7 million generated net proceeds of $137.1 million. $135.7 million was placed within the Trust Account, which includes the deferred underwriting commissions described above. The proceeds held in the Trust Account are invested only in U.S. government treasury obligations with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act which invest only in direct U.S. government treasury obligations.


As of September 30, 2020, we had cash and cash equivalents of $1.1 million outside of the Trust Account. We intend to use the funds held outside the Trust Account primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, plants or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, and structure, negotiate and complete our initial Business Combination.

We do not believe we will need to raise additional funds in order to meet the expenditures required for operating our business prior to our initial Business Combination. However, if our estimates of the costs of identifying a target business, undertaking in-depth due diligence and negotiating an initial Business Combination are less than the actual amount necessary to do so, we may have insufficient funds available to operate our business prior to our initial Business Combination. In order to fund working capital deficiencies or finance transaction costs in connection with an intended initial Business Combination, our Sponsor or an affiliate of our Sponsor or certain of our officers and directors may, but are not obligated to, loan us funds as may be required. If we complete our initial Business Combination, we would repay such loaned amounts. In the event that our initial Business Combination does not close, we may use a portion of the working capital held outside the trust account to repay such loaned amounts but no proceeds from our trust account would be used for such repayment. Up to $1.5 million of such loans may be convertible into private placement shares at a price of $10.00 per share at the option of the lender. The terms of such loans, if any, have not been determined and no written agreements exist with respect to such loans. Prior to the completion of our initial Business Combination, we do not expect to seek loans from parties other than our Sponsor or an affiliate of our Sponsor as we do not believe third parties will be willing to loan such funds and provide a waiver against any and all rights to seek access to funds in our trust account.

We expect our primary liquidity requirements during that period to include approximately $350,000 for legal, accounting, due diligence, travel and other expenses associated with structuring, negotiating and documenting successful Business Combinations; $150,000 for legal and accounting fees related to regulatory reporting requirements; $100,000 for consulting, travel and miscellaneous expenses incurred during the search for an initial Business Combination target; $55,000 for Nasdaq continued listing fees; and $345,000 for general working capital that will be used for miscellaneous expenses and reserves. RA Capital will provide us office space and administrative and support services free of charge.

These amounts are estimates and may differ materially from our actual expenses. In addition, we could use a portion of the funds not being placed in trust to pay commitment fees for financing, fees to consultants to assist us with our search for a target business or as a down payment or to fund a "no-shop" provision (a provision designed to keep target businesses from "shopping" around for transactions with other companies or investors on terms more favorable to such target businesses) with respect to a particular proposed Business Combination, although we do not have any current intention to do so. If we entered into an agreement where we paid for the right to receive exclusivity from a target business, the amount that would be used as a down payment or to fund a "no-shop" provision would be determined based on the terms of the specific Business Combination Agreement, dated as of March 15, 2021 (the “Business Combination Agreement”), by and among RACA, Bodhi Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of RACA (“Merger Sub”), and POINT Biopharma Inc. Pursuant to the amount of our available funds atBusiness Combination Agreement, on the time. Our forfeiture of such funds (whetherClosing Date, (i) Merger Sub merged with and into POINT Biopharma Inc. (the “Merger”), with POINT Biopharma Inc. as the surviving company in the Merger as a resultwholly-owned subsidiary of our breach or otherwise) could result in our not having sufficient fundsRACA and (ii) RACA changed its name to continue searching for, or conducting due diligence“POINT Biopharma Global Inc.”

In accordance with respectthe terms and subject to prospective target businesses.

Moreover, we may need to obtain additional financing to complete our initial Business Combination, either because the transaction requires more cash than is available from the proceeds held in our trust account, or because we become obligated to redeem a significant number of our public shares upon completionconditions of the Business Combination in which case we may issue additional securities or incur debt in connection with such Business Combination. Subject to compliance with applicable securities laws, we would only complete such financing simultaneously withAgreement, at the completion of our Business Combination. If we are unable to complete our initial Business Combination because we do not have sufficient funds available to us, we will be forced to cease operations and liquidate the Trust Account.


Related Party Transactions

Founder Shares

On April 30, 2020, our Sponsor paid $25,000 in consideration for 2,875,000 shares (the "Founder Shares")effective time of the Company'sMerger (the “Effective Time”), (i) each share and vested equity award of POINT Biopharma Inc. outstanding as of immediately prior to the Effective Time was exchanged for shares of the common stock, par value $0.0001 per share, (the "common stock"). In June 2020, our Sponsor transferred 30,000 founder shares to each of Messrs. Grau, Gray and Lubner.

We filed an Amended and Restated Certificate of Incorporation on June 15, 2020, suchPOINT (“Common Stock”) or comparable vested equity awards that we are authorized to issueexercisable for shares of Class B non-redeemable common stock (the “Class B common stock”). Pursuant to the amendment, the Founder SharesCommon Stock, as applicable, based on an implied POINT Biopharma Inc. vested equity value of $585,000,000 (which results in a conversion ratio of approximately 3.59:1); (ii) all unvested equity awards

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of POINT Biopharma Inc. were converted intoexchanged for comparable unvested equity awards that are exercisable for shares of Class B common stock. On July 8, 2020, we effected a 1:1.18 stock splitCommon Stock, determined based on the same exchange ratio at which the vested equity awards were exchanged for shares of our Class B common stock, resulting in our sponsor holding an aggregate of 3,286,300 founder sharesCommon Stock; and there being an aggregate of 3,392,500 founder shares outstanding.

The Founder Shares will automatically convert into shares(iii) each share of Class A common stock, par value $0.0001 (the "Classper share, of RACA (“Class A Common Stock”) and each share of Class B common stock"stock, par value $0.0001 per share, of RACA (“Class B Common Stock”) atthat was issued and outstanding immediately prior to the timeEffective Time became one share of our initialCommon Stock following the consummation of the Business Combination.

In addition, concurrently with the execution of the Business Combination and are subjectAgreement, on March 15, 2021, RACA entered into subscription agreements (the “Subscription Agreements”) with certain investors (the “PIPE Investors”), pursuant to certain transfer restrictions, as described in Note 6 of our unaudited financial statements. Our Sponsor hadwhich the PIPE Investors agreed to forfeit upsubscribe for and purchase, and RACA agreed to 442,500 Founder Sharesissue and sell to the extent that the over-allotment option was not exercised in full by the underwriters. On July 10, 2020, the underwriters exercised the over-allotment option in full; thus, these Founder Shares were no longer subject to forfeiture.

Our Sponsor, directors and executive officers have agreed, subject to limited exceptions, not to transfer, assign or sell anyPIPE Investors, an aggregate of their Founder Shares or Private Placement Shares until the earlier to occur of: (A) one year after the completion of the initial Business Combination or (B) subsequent to the initial Business Combination, (x) if the last sale price of the16,500,000 shares of Class A common stock equals or exceeds $12.00 per share (as adjusted for share splits, share dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial Business Combination, or (y) the date on which we complete a liquidation, merger, capital stock exchange or other similar transaction that results in all of our stockholders having the right to exchange their common stock for cash, securities or other property.

Private Placement Shares

Concurrently with the closing of the Initial Public Offering, our Sponsor purchased 471,400 Private Placement Shares,Common Stock at a price of $10.00 per share, for aggregate gross proceeds of $165,000,000 (the “PIPE Financing”). The PIPE Financing was consummated concurrently with the closing of the Business Combination. We received net proceeds of approximately $260 million consisting of proceeds of the PIPE Financing and the proceeds remaining in RACA’s trust account. Transaction costs of approximately $27 million consisted of investment banker, legal, audit, tax, accounting, consulting, insurance, board retainer fees and listing fees.

Risks & Liquidity

Drug research and development is very expensive and involves a private placement for an aggregate purchase pricehigh degree of $4.7 million. The Private Placement Shares are identical to the sharesrisk. Only a small number of Class A common stock soldresearch and development programs result in the Initial Public Offering, subjectcommercialization of a product. We will not generate revenue from product sales unless and until we successfully complete clinical development and are able to certain limited exceptions as described in Note 1obtain regulatory approval for and successfully commercialize the product candidates we are currently developing or may develop. We currently do not have any product candidates approved for commercial sale.

Our product candidates, currently under development or that we may develop, will require significant additional research and development efforts, including extensive clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel infrastructure and extensive compliance and reporting capabilities. There can be no assurance that our research and development activities will be successfully completed, that adequate protection for our licensed or developed technology will be obtained and maintained, that products developed will obtain necessary regulatory approval or that any approved products will be commercially viable.

If we obtain regulatory approval for one or more of our unaudited financial statements.

The Sponsorproduct candidates, we expect to incur significant expenses related to developing our commercialization capabilities to support product sales, marketing, and our officers and directors have agreed, subject to limited exceptions, not to transfer, assigndistribution activities, either alone or sell any of their Private Placement Shares until 30 days afterin collaboration with others. Further, with the completion of the initial Business Combination.Combination, we expect to incur additional costs associated with operating as a public company. As a result, we will need substantial additional funding to support our continuing operations and pursue our growth strategy.

We have incurred significant net losses since our Inception and have relied on the ability to fund operations through equity financings. We expect to continue to incur significant operating and net losses, as well as negative cash flows from operations, for the foreseeable future as we continue to complete clinical trials for our products and prepare for potential future regulatory approvals and commercialization of our products, if approved. We have not generated any revenue to date and do not expect to generate product revenue unless and until we successfully complete development and obtain regulatory approval for at least one of our product candidates.

Related Party LoansWe believe that the net proceeds from the Business Combination and PIPE Financing, together with our available resources and existing cash and cash equivalents are sufficient to fund our operating expenses and capital expenditure requirements into 2024.

On April 30, 2020,As losses continue to be incurred, we are subject to risks and uncertainties common to early-stage companies in the Sponsor agreedbiotechnology industry, including, but not limited to, loan us an aggregatesuccessful discovery and development of upour product candidates, development by competitors of new technological innovations, dependence on key personnel, the ability to $300,000attract and retain qualified employees, protection of proprietary technology, compliance with governmental regulations, the impact of COVID-19, the ability to coversecure additional capital to fund operations and commercial success of our product candidates. Product candidates currently under development will require extensive preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel, and infrastructure and extensive compliance-reporting capabilities. Even if our drug development efforts are successful, it is uncertain when, if ever, we will realize significant revenue from product sales.

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We anticipate that our expenses related to the Initial Public Offering pursuant to a promissory note (the "Note"). In May 2020, we borrowed $275,000 under the Note. The loan was non-interest bearing and the borrowings outstanding under the Note of $275,000 were repaid in full in July 2020.

In order to finance transaction costswill increase significantly in connection with our ongoing activities, as we:

advance our clinical-stage product candidates: 177Lu-PNT2003 and 177Lu-PNT2002 through clinical development;
advance our preclinical stage product candidates: 177Lu-PNT2004, 177Lu-PNT2001, along with candidates developed with our PNT2005 drug development platform into clinical development;
seek to identify, acquire, and develop additional product candidates, including through business development efforts to invest in or in-license other technologies or product candidates;
hire additional clinical, quality control, medical, scientific, and other technical personnel to support our clinical operations;
expand our operational, financial and management systems and increase personnel to support our operations;
meet the requirements and demands of being a public company;
maintain, expand, and protect our intellectual property portfolio;
make milestone, royalty, or other payments due under various in-license or collaboration agreements;
seek regulatory approvals for any product candidates that successfully complete clinical trials; and
undertake any pre-commercialization activities to establish sales, marketing, and distribution capabilities for any product candidates for which we may receive regulatory approval in regions where we choose to commercialize our products on our own or jointly with third parties.

COVID-19 Pandemic

The COVID-19 pandemic, which was declared by the World Health Organization as a Business Combination,pandemic in March 2020 and has since spread worldwide, has caused many governments to implement measures to slow the Sponsor or an affiliatespread of the Sponsor, oroutbreak through quarantines, travel restrictions, heightened border security and other measures. The impact of this pandemic has been, and will likely continue to be, extensive in many aspects of society, which has resulted, and will likely continue to result, in significant disruptions to the global economy as well as businesses and capital markets around the world. The future progression of the pandemic and its effects on our business and operations are uncertain.

In response to public health directives and orders and to help minimize the risk of the virus to employees, we have taken precautionary measures, including implementing work-from-home policies for certain employees and pursuing remote oversight measures for our vendors and clinical trial sits. The impact of COVID-19 may negatively impact productivity, disrupt our business, and delay our preclinical research and clinical trial activities and our development program timelines, the magnitude of which will depend, in part, on the length and severity of the restrictions and other limitations on our ability to conduct our business in the ordinary course. Specifically, we may not be able to conduct in-person audits of our officersvendors, we may not be able to conduct in-person site visits and directors may, but are not obligated to, loan us funds aspatient visits may be required ("Working Capital Loans"). If we complete a Business Combination, we would repay the Working Capital Loans out of the proceeds of the Trust Account releasedwindow or missed. Other impacts to us. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination is not completed, weour business may use a portion of the proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender's discretion, up to $1.5 million of such Working Capital Loans may be convertible into Private Placement Shares at a price of $10.00 per share. As of September 30, 2020, no Working Capital Loans were outstanding.


Private Placement of Common Stock

The Sponsor has indicated an interest to purchase $25,000,000include temporary closures of our common stock in a private placement that would occur concurrently with the consummationsuppliers and sites and disruptions or restrictions on our employees’ ability to travel. Any prolonged material disruption to our employees or suppliers could adversely impact our preclinical research and clinical trial activities, financial condition and results of the initial Business Combination. The funds from such private placement would be used as part of the considerationoperations, including our ability to the sellers in the initial Business Combination, and any excess funds from such private placement would be used for working capital in the post-transaction company. However, because indications of interest are not binding agreements or commitments to purchase, the Sponsor may determine not to purchase any such shares, or to purchase fewer shares than it indicated an interest in purchasing. Furthermore, we are not under any obligation to sell any such shares.

Commitments and Contingencies

Registration Rights

Holders of the Founder Shares will be entitled to registration rights with respect to the Founder Shares and Private Placement Shares (in the case of the Founder Shares, only after conversion of such shares into shares of Class A common stock) pursuant to a registration and stockholder rights agreement entered into in connection with the consummation of the Initial Public Offering. Holders of the Founder Shares and Private Placement Shares are entitled to certain demand and "piggyback" registration and stockholder rights. However, the registration and stockholder rights agreement provides that we will not permit any registration statement filed under the Securities Act to become effective until the termination of the applicable lock-up period for the securities to be registered. We will bear the expenses incurred in connection with the filing of any such registration statements.

Underwriting Agreement

obtain financing.

We grantedare monitoring the underwriters a 45-day option from the date of the final prospectus relating to the Initial Public Offering to purchase up to 1,770,000 additional shares of Class A common stock to cover over-allotments, if any, at $10.00 per share, less underwriting discounts and commissions. The underwriters exercised this option in full on July 10, 2020.

The underwriters were entitled to an underwriting discount of $0.20 per share, or approximately $2.7 million in the aggregate, paid upon the closing of the Initial Public Offering. An additional fee of $0.35 per share, or approximately $4.8 million in the aggregate, will be payable to the underwriters for deferred underwriting commissions. The deferred underwriting commissions will become payable to the underwriters from the amounts held in the Trust Account solely in the event that we complete a Business Combination, subject to the terms of the underwriting agreement.

Risks and Uncertainties

Management is continuing to evaluate theongoing potential impact of the COVID-19 pandemic on our business and Q2 2021 Financial Statements. To date, we have not experienced material business disruptions or incurred impairment losses in the carrying values of our assets as a result of the COVID-19 pandemic, and we are not aware of any specific related event or circumstance that would require us to revise our estimates reflected in these Q2 2021 Financial Statements.

19

Components of Operating Results

Revenues

We have not generated any revenues since our Inception and do not expect to generate any revenues from the sale of products in the near future, if at all. If our development efforts for our current product candidates or additional product candidates that we may develop in the future are successful and can be commercialized, we may generate revenue in the future from product sales. Additionally, we may enter into collaboration and license agreements from time to time that provide for certain payments due to us. Accordingly, we may generate revenue from payments from such collaboration or license agreements in the future.

Research and Development

We support our drug discovery and development efforts through the commitment of significant resources to our preclinical and clinical development activities. Research and development expenses consist of costs incurred in performing research and development activities, including costs for salaries and bonuses, employee benefits, subcontractors, facility-related expenses, share-based compensation, third-party license fees, laboratory supplies, and external costs of outside vendors engaged to conduct discovery, preclinical and clinical development activities and clinical trials as well as to manufacture clinical trial materials, and other costs. We recognize external research and development costs based on an evaluation of the services performed to date of specific tasks using information provided to us by our service providers.

Non-refundable advance payments for goods or services to be received in the future for use in research and development activities are recorded as prepaid expenses. Such prepaid expenses are recognized as an expense when the goods have been delivered or the related services have been performed, or when it is no longer expected that the goods will be delivered, or the services rendered.

Upfront payments under license agreements are expensed as research and development expense upon receipt of the license. Milestone payments under license agreements are accrued, with a corresponding expense being recognized, in the period in which the milestone is determined to be probable of achievement and the related amount is reasonably estimable.

We may be entitled to investment tax credits in connection with our research and development costs. These investment tax credits are non-refundable tax credits and are accounted for in accordance with our accounting policies.

We expect that our research and development expenses will substantially increase in connection with our planned preclinical and clinical development activities, both in the near-term and beyond as we continue to invest in activities to develop our product candidates and preclinical programs and as certain product candidates advance into later stages of development. Product candidates in later stages of clinical development generally have higher development costs than those in earlier stages of clinical development, primarily due to the increased size, scope, and duration of later-stage clinical trials. Furthermore, the process of conducting the necessary clinical trials to obtain regulatory approval is costly and time-consuming, and the successful development of our product candidates is highly uncertain. As a result, we cannot accurately estimate or know the nature, timing and costs that will be necessary to complete the preclinical and clinical development for any of our product candidates or when and to what extent we may generate revenue from the commercialization and sale of any of our product candidates or achieve profitability.

The duration, costs and timing of clinical trials and development of our product candidates will depend on a variety of factors that include, but are not limited to:

per patient trial costs;
the number of patients that participate in the trials;
the number of sites included in the trials;
the countries in which the trials are conducted;
the length of time required to enroll eligible patients;

20

the number of doses that patients receive;
the drop-out or discontinuation rates of patients;
potential additional safety monitoring or other studies requested by regulatory agencies;
the duration of patient follow-up; and
the efficacy and safety profile of our product candidates.

Changes in any of these assumptions could significantly impact the cost and timing associated with the development of our product candidates. Additionally, future competition and commercial and regulatory factors beyond our control may also impact our clinical development programs and plans.

General and Administrative

We expense general and administrative costs as incurred. General and administrative expenses consist primarily of salaries, benefits, and share-based compensation. General and administrative expenses also include legal fees incurred relating to corporate and patent matters, professional fees incurred for accounting, auditing, tax and administrative consulting services, insurance costs, and facilities expenses.

We estimate and accrue for services provided by third parties related to the above expenses by monitoring the status of services provided and receiving estimates from our service providers. We reassess and adjust our accruals as actual costs become known or as additional information becomes available.

We expect our general and administrative expenses will increase over the next several years as we increase our headcount to support the continued development of our product candidates. We also anticipate that we will incur increased accounting, audit, legal, regulatory, compliance and director and officer insurance costs as well as investor, public relations and other expenses associated with being a public company.

Income Taxes

We account for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Q2 2021 Financial Statements or our tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. We assess the likelihood that our deferred tax assets will be recovered from future taxable income and, to the extent we believe, based upon the weight of available evidence, that it is more likely than not that all or a portion of the deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies.

We account for uncertainty in income taxes recognized in the Q2 2021 Financial Statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more likely than not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the Q2 2021 Financial Statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate as well as the related net interest and penalties.

21

Results of Operations

The following table summarizes our results of operations for the three months ended June 30, 2021 and 2020:

For the three

For the three

    

 

months

months

Ended

ended

 

June 30,

June 30,

Change

 

(In U.S. dollars)

    

2021

    

2020

    

$

    

%

 

Operating expenses:

  

  

  

  

 

Research and development

6,700,862

2,159,322

4,541,540

210.3

%

General and administrative

1,949,552

1,067,333

882,219

82.7

%

Total operating expenses

8,650,414

3,226,655

5,423,759

168.1

%

Loss from operations

(8,650,414)

(3,226,655)

(5,423,759)

168.1

%

Other expenses:

  

  

  

  

Finance costs

(2,863)

(2,863)

(100.0)

%

Foreign currency (loss) gain

(27,599)

92,919

(120,518)

(129.7)

%

Total other expenses

(30,462)

92,919

(123,381)

(132.8)

%

Loss before provision for income taxes

(8,680,876)

(3,133,736)

(5,547,140)

177.0

%

Provision for income taxes

(123,782)

(58,261)

(65,521)

112.5

%

Net loss

(8,804,658)

(3,191,997)

(5,612,661)

175.8

%

Research and Development

The following table summarizes the components of research and development expense for the three months ended June 30, 2021 and 2020:

For the three

For the three

    

    

 

months

months

Ended

ended

 

June 30,

June 30,

Change

 

(In U.S. dollars)

    

2021

    

2020

    

$

    

%  

 

Research and development expenses:

  

  

  

  

 

Salaries and benefits

1,568,283

131,848

1,436,435

1,089.5

%

Sponsored research & product licenses

1,460,982

1,038,000

422,982

100.0

%

Clinical trial

2,419,972

175,011

2,244,961

1,282.8

%

Contract manufacturing

1,170,677

700,417

470,260

67.1

%

Regulatory consulting

80,948

114,046

(33,098)

(29.0)

%

Total

6,700,862

2,159,322

4,541,540

210.3

%

For the three months ended June 30, 2021 as compared to the three months ended June 30, 2020, the increase in research and development expense was primarily due to increases in (a) costs associated with our licensing agreements and related sponsored research in connection with our product candidates both pre-clinical and clinical, (b) costs incurred in clinical trials, including manufacturing and development of product candidates, (c) increased personnel costs as the Company continues to expand its research and development headcount and (d) regulatory consulting fees that are required to further advance the development of our product candidates as we advance our pipeline and grow the organization. The Company currently does not track its R&D expenditures by product.

General and administrative

For the three months ended June 30, 2021 as compared to the three months ended June 30, 2020, the increase in general and administrative expenses was primarily due to increased (a) costs associated with legal fees relating to corporate and patent matters as well as costs incurred in relation to becoming a publicly traded company, (b) professional fees incurred for accounting, auditing, and tax, each increasing primarily in preparation of becoming a publicly traded company and (c) insurance, administrative consulting services, advertising, office expenses and other facilities expenses as the Company continues to increase the scale of its operations.

22

Other Expenses

For the three months ended June 30, 2021, other expenses consist primarily of (a) foreign exchange losses associated with foreign currency transactions primarily occurring within the Company’s Canadian subsidiary, and (b) accretion expense related to the amortization of capitalized transaction costs in connection with our mortgage payable. For the three months ended June 30, 2020, other expenses consisted of a foreign currency gain driven by the same or substantially similar factors impacting the current period noted above.

Income Tax Expense

For the three months ended June 30, 2021 and 2020, income tax expense consisted primarily of taxes owing in Canada in relation to taxable income generated through management and research and development services performed by the Canadian subsidiary of the Company.

Results of Operations

The following table summarizes our results of operations for the six months ended June 30, 2021 and 2020:

For the six

For the six

    

 

months

months

Ended

Ended

 

June 30,

June 30,

Change

 

(In U.S. dollars)

    

2021

    

2020

    

$

    

%  

 

Operating expenses:

  

  

  

  

 

Research and development

10,970,160

2,544,916

8,425,244

331.1

%

General and administrative

3,414,244

2,090,997

1,323,247

63.3

%

Total operating expenses

14,384,404

4,635,913

9,748,491

210.3

%

Loss from operations

(14,384,404)

(4,635,913)

(9,748,491)

210.3

%

Other expenses:

  

  

  

  

Finance costs

(5,662)

(5,662)

(100.0)

%

Foreign currency loss

(34,806)

(65,413)

30,607

(46.8)

%

Total other expenses

(40,468)

(65,413)

24,945

(38.1)

%

Loss before provision for income taxes

(14,424,872)

(4,701,326)

(9,723,546)

206.8

%

Provision for income taxes

(164,207)

(73,505)

(90,702)

123.4

%

Net loss

(14,589,079)

(4,774,831)

(9,814,248)

205.5

%

Research and Development

The following table summarizes the components of research and development expense for the six months ended June 30, 2021 and 2020:

For the six

For the six

    

 

months

months

Ended

Ended

 

June 30,

June 30,

Change

 

(In U.S. dollars)

    

2021

    

2020

    

$

    

%  

 

Research and development expenses:

  

  

  

  

 

Salaries and benefits

2,586,653

217,061

2,369,592

1,091.7

%

Sponsored research & product licenses

2,383,269

1,038,000

1,345,269

100.0

%

Clinical trial

4,213,751

238,847

3,974,904

1,664.2

%

Contract manufacturing

1,533,770

936,962

596,808

63.7

%

Regulatory consulting

252,717

114,046

138,671

100.0

%

Total

10,970,160

2,544,916

8,425,244

331.1

%

For the six months ended June 30, 2021 as compared to the six months ended June 30, 2020, the increase in research and development expense was primarily due to increases in (a) salaries and wages due to increased personnel costs as the Company continues to expand

23

its research and development headcount as well as increased stock based compensation related to stock options previously granted to a non-employee consultant of the Company, (b) costs associated with our licensing agreements and related sponsored research in connection with our product candidates both pre-clinical and clinical, (b) costs incurred in clinical trials, including manufacturing and development of product candidates and personnel costs and (c) regulatory consulting fees that are required to further advance the development of our product candidates as we advance our pipeline and grow the organization. The Company currently does not track its R&D expenditures by product.

General and administrative

For the six months ended June 30, 2021 as compared to the six months ended June 30, 2020, the increase in general and administrative expenses was primarily due to increased (a) costs associated with legal fees relating to corporate and patent matters as well as costs incurred in relation to becoming a publicly traded company, (b) professional fees incurred for accounting, auditing and tax, each increasing primarily in preparation of becoming a publicly traded company and (c) insurance, administrative consulting services, advertising, office expenses and other facilities expenses as the Company continues to increase the scale of its operations. This was partially offset by a slight decrease in salaries and wages primarily due to reduced share-based compensation expense compared to the six months ended June 30, 2020 in relation to stock options issued in the prior year to certain non-employee service providers of the Company.

Other Expenses

For the six months ended June 30, 2021, other expenses consist primarily of (a) foreign exchange losses associated with foreign currency transactions primarily occurring within the Company’s Canadian subsidiary, and (b) accretion expense related to the amortization of capitalized transaction costs in connection with our mortgage payable. For the six months ended June 30, 2020, other expenses consisted of a foreign currency loss driven by the same or substantially similar factors impacting the current period noted above.

Income Tax Expense

For the six months ended June 30, 2021 and 2020, income tax expense consisted primarily of taxes owing in Canada in relation to taxable income generated through management and research and development services performed by the Company’s Canadian subsidiary.

Liquidity and Capital Resources

Sources of Liquidity and Capital

We have incurred significant net losses since the Company’s inception and, prior to the Business Combination, have relied on the ability to fund operations through equity financings. Operating losses and negative cash flows from operations and investing activities are expected to continue for the foreseeable future. As losses continue to be incurred, we are subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, successful discovery and hasdevelopment of its product candidates, development by competitors of new technological innovations, dependence on key personnel, the ability to attract and retain qualified employees, protection of proprietary technology, compliance with governmental regulations, the impact of COVID-19, the ability to secure additional capital to fund operations and commercial success of its product candidates. Product candidates currently under development will require extensive preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel, and infrastructure and extensive compliance-reporting capabilities. Even if our drug development efforts are successful, it is uncertain when, if ever, we will realize significant revenue from product sales.

Cash and cash equivalents totaled $273,736,820 as of June 30, 2021. Net losses totaled $8,804,658 and $3,191,997 for the three months ended June 30, 2021, and 2020, respectively, and $14,589,079 and $4,774,831 for the six months ended June 30, 2021, and 2020, respectively.

On July 10, 2020, we obtained a mortgage loan in the amount of $3,562,500 for the purpose of purchasing a facility located in Indianapolis, Indiana (see Note 7 to the Q2 2021 Financial Statements). The loan was collateralized by a first charge over the property. As part of the financing, we incurred $17,194 of costs and fees from the lender that are capitalized and recorded as finance costs over

24

the life of the mortgage. The mortgage bore interest at 2.85% plus a minimum rate of 1-month LIBOR, subject to a LIBOR floor of 0.25%. The loan required quarterly interest payments, commencing October 1, 2020, with the principal amount due at maturity on January 10, 2022. On July 29, 2021, this mortgage loan was repaid in full and the related mortgage on the facility in Indianapolis, Indiana was released.

For the three and six months ended June 30, 2021, we recorded $26,689 and $54,605, respectively, in interest costs which have been capitalized within property, in development, and $2,799 and $5,662, respectively, of accretion expense recorded within finance costs related to the amortization of capitalized financing costs and fees.

On January 28, 2021, warrants for the purchase of common shares of POINT Biopharma Inc. were exercised resulting in net proceeds of $20,000,000. We intend to use the net proceeds from the transaction for general corporate purpose, funding of development programs, payment of milestones pursuant to our license agreements, general and administrative expenses, licensing of additional product candidates and to support our working capital needs.

On March 8, 2021, we received cash proceeds of $450,000 for a non-employee consultant’s exercise of stock options.

Future Funding Requirements

Our primary use of cash is to fund operating expenses, primarily related to our research and development activities. Cash used to fund operating expenses is impacted by the timing of when we pay these expenses, as reflected in the change in our outstanding accounts payable, accrued expenses and prepaid expenses.

We expect to continue to incur significant and increasing expenses and operating losses for the foreseeable future. We will require additional capital to meet operational needs and capital requirements for clinical trials, other research and development expenditures, and business development activities. Because of the numerous risks and uncertainties associated with the development and commercialization of our product candidates, we are unable to estimate the amounts of increased capital outlays and operating expenditures associated with our current and anticipated clinical trials and preclinical studies.

Our future funding requirements will depend on many factors, including, but not limited to:

the scope, progress, results and costs of researching and developing our current product candidates, as well as other additional product candidates we may develop and pursue in the future;
the timing of, and the costs involved in, obtaining marketing approvals for our product candidates and any other additional product candidates we may develop and pursue in the future;
the number of future product candidates that we may pursue and their development requirements;
subject to receipt of regulatory approval, the costs of commercialization activities for our product candidates, to the extent such costs are not the responsibility of any future collaborators, including the costs and timing of establishing product sales, marketing, distribution, and manufacturing capabilities;
subject to receipt of regulatory approval, revenue, if any, received from commercial sales of our product candidates or any other additional product candidates we may develop and pursue in the future;
the achievement of milestones that trigger payments under our various license agreements;
the extent to which we in-license or acquire rights to other products, product candidates or technologies;
our ability to establish collaboration arrangements for the development of our product candidates on favorable terms, if at all;
our headcount growth and associated costs as we expand our research and development and establish a commercial infrastructure;

25

the costs of preparing, filing and prosecuting patent applications, maintaining and protecting our intellectual property rights, including enforcing and defending intellectual property related claims; and
the costs of operating as a public company.

As of June 30, 2021, we had cash and cash equivalents of approximately $273.7 million. We expect that our cash and equivalents are sufficient to fund our operating expenses and capital expenditure requirements into 2024. We have based this estimate on current assumptions that may change or prove to be wrong, and we could utilize our available capital resources sooner than we expect.

Until such time as we can generate substantial product revenue, if ever, we expect to finance our operations through a combination of equity offerings, debt financings, collaborations, strategic alliances and marketing, distribution or licensing arrangements. To the extent that we raise additional capital through the sale of equity or convertible debt securities, ownership interest will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect rights as a holder of Common Stock. Debt financing and preferred equity financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making acquisitions or capital expenditures or declaring dividends. If we raise additional funds through collaborations, strategic alliances or marketing, distribution or licensing arrangements with third parties, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs or drug candidates, or grant licenses on terms that may not be favorable to us. If we are unable to raise additional funds through equity or debt financings or other arrangements when needed, we may be required to delay, limit, reduce or terminate our research, product development or future commercialization efforts, or grant rights to develop and market product candidates that we would otherwise prefer to develop and market ourselves.

Going Concern

We assess and determine our ability to continue as a going concern in accordance with the provisions of ASC Topic 205-40, Presentation of Financial Statements—Going Concern.

We concluded that while it is reasonably possiblethere are no conditions or events, in the aggregate, that the virus couldraise substantial doubt about our ability to continue as a going concern for a period of at least twelve months from June 30, 2021. We expect that our cash and equivalents of approximately $273.7 million as of June 30, 2021, are sufficient to fund our operating expenses and capital expenditure requirements into 2024.

These Q2 2021 Financial Statements have a negative effectbeen prepared on the our financial position, results of our operations and/or search forbasis that we will continue as a target company, the specific impact is not readily determinable as of the date of these financial statements. The financial statementsgoing concern, and do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that mightmay result from the outcomepossible inability of this uncertainty.us to continue as a going concern.


Off-Balance Sheet ArrangementsWorking Capital

Working capital is defined as current assets less current liabilities.

AsThe following table summarizes our total working capital and current assets and liabilities as of SeptemberJune 30, 2021 and December 31, 2020:

As of

As of

 

June 30,

December 31,

Change

 

(In U.S. dollars)

    

2021

    

2020

    

$

    

%  

Current assets

281,808,406

12,397,095

269,411,311

2,173.2

%

Current liabilities

11,909,588

5,163,557

6,746,031

130.6

%

Total working capital

269,898,818

7,233,538

262,665,280

3,631.2

%

The increase in working capital as of June 30, 2021, primarily reflects (a) net proceeds of approximately $260 million in connection with the Business Combination and the related PIPE Financing, exclusive of redemptions and approximately $27 million of transaction costs and (b) approximately $20.5 million received from the exercise of warrants and stock options during the six months ended June 30, 2021. The transaction costs related to the Business Combination and PIPE Financing consisted of investment banker, legal, audit, tax, accounting, consulting, insurance, board retainer fees and listing fees.

26

The increase in working capital as of June 30, 2021 was partially offset by increased (a) operating expenses, including research and development costs, (b) capital expenditures in connection with the development of our manufacturing and development facility in Indiana and (c) the change in classification of our mortgage payable to a current liability based on its contractual repayment date in first quarter of 2022.

Cash Flows

The following table summarizes our sources and uses of cash for the six months ended June 30, 2021 and 2020:

For the six

For the six

    

 

months

months

Ended

ended

 

June 30,

June 30,

Change

 

(In U.S. dollars)

    

2021

    

2020

    

$

    

%  

 

Net cash flows used in operating activities

(16,830,023)

(4,207,358)

(12,622,665)

 

300.0

%

Net cash flows used in investing activities

(5,856,823)

(5,856,823)

 

(100.0)

%

Net cash flows provided by financing activities

285,876,917

11,253,754

274,623,163

 

2,440.3

%

Net increase (decrease) in cash and cash equivalents

263,190,071

7,046,396

256,143,675

 

3,635.1

%

Cash flows used in operating activities

Net cash flows used in operating activities represent the cash receipts and disbursements related to all of our activities other than investing and financing activities. We expect cash provided by financing activities will continue to be our primary source of funds to finance operating needs and capital expenditures for the foreseeable future.

The significant increase in cash used in operating activities for the six months ended June 30, 2021 compared to the six months ended June 30, 2020 was primarily the result of (a) increased operating expenses as we didgrow our operations and further the development of our pipeline, as described above and (b) pre-payments made in connection with our clinical trials.

Cash flows used in Investing Activities

For the six months ended June 30, 2021, cash used in investing activities reflected $5.9 million in capital expenditures for purchases in connection with the development of our Indiana facility. There were no cash flows from investing activities during the six months ended June 30, 2020.

Cash flows provided by Financing Activities

For the six months ended June 30, 2021, net cash provided by financing activities totaled $285.9 million, which consisted (a) net proceeds in connection with the Business Combination and the related PIPE Financing, and (b) the proceeds from the exercise of warrants and stock options each as discussed above.

For the six months ended June 30, 2020, net cash provided by financing activities totaled $11.3 million, which consisted of proceeds from the issuance of common shares of POINT Biopharma Inc.

Contractual Obligations and Other Commitments

The Company in the normal course of business enters into various services and supply agreements in connection with its clinical trials to ensure the supply of certain product and product lines during the Company’s clinical phase. These agreements often have minimum purchase commitments and generally terminate upon the termination of the clinical trial. For additional information, see Note 10 to the Q2 2021 Financial Statements.

For additional information related to our license agreements, please also see Note 10 to the Q2 2021 Financial Statements and Notes 11 and 12 to the 2020 Financial Statements.

27

Off-balance sheet arrangements

We do not have any off-balance sheet arrangements as definedor holdings in Item 303(a)(4)(ii) of Regulation S-K. We do not participate in transactions that create relationships with unconsolidated entities or financial partnerships, often referred to asany variable interest entities, which would have been established for the purpose of facilitating off-balance sheet arrangements. We have not entered into any off-balance sheet financing arrangements, established any special purpose entities, guaranteed any debt or commitments of other entities, or purchased any non-financial assets.

Contractual Obligations

We do not have any long-term debt, capital lease obligations, operating lease obligations or long-term liabilities, other than the underwriters are entitled to a deferred fee of $4.8 million in the aggregate. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that we complete a Business Combination, subject to the terms of the underwriting agreement.

entities.

Critical Accounting Policies and Estimates

This management’s discussion and analysis of our financial condition and results of operations is based on our Q2 2021 Financial Statements, which have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and include the accounts of the Company and its wholly-owned subsidiaries, POINT Biopharma Inc., POINT Biopharma Corp., POINT Biopharma USA, Inc. and West 78th Street, LLC, for financial information and pursuant to the rules and regulations of the SEC.

The preparation of condensed financial statements and related disclosuresthe Q2 2021 Financial Statements in conformity with accounting principles generally accepted in the United States of AmericaGAAP requires managementus to make estimates, judgments and assumptions that may affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements,Q2 2021 Financial Statements and income andthe reported amounts of expenses during the periods reported.reporting periods. Our estimates are based on our historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could materiallymay differ from those estimates. We have identifiedthese estimates under different assumptions or conditions.

While our significant accounting policies are outlined in Note 2 to the 2020 Financial Statements and in Note 2 to the Q2 2021 Financial Statements, we believe that the following accounting policies are those most critical accounting policies:to the judgments and estimates used in the preparation of our condensed consolidated financial statements.

Accrued research and development expenses

Common Stock SubjectResearch and development costs are expensed as incurred. Research and development expenses consist of costs incurred in performing research and development activities, including costs for salaries and bonuses, employee benefits, subcontractors, facility-related expenses, depreciation and amortization, share-based compensation, third-party license fees, laboratory supplies, and external costs of outside vendors engaged to Possible Redemptionconduct discovery, preclinical and clinical development activities and clinical trials as well as to manufacture clinical trial materials, and other costs. We recognize external research and development costs based on an evaluation of the progress to completion of specific tasks using information provided to the Company by its service providers. Non-refundable advance payments for goods or services to be received in the future for use in research and development activities are recorded as prepaid expenses. Such prepaid expenses are recognized as an expense when the goods have been delivered or the related services have been performed, or when it is no longer expected that the goods will be delivered, or the services rendered. Upfront payments under license agreements are expensed as research and development expense upon receipt of the license, and annual maintenance fees under license agreements are expensed in the period in which they are incurred. Milestone payments under license agreements are accrued, with a corresponding expense being recognized, in the period in which the milestone is determined to be probable of achievement and the related amount is reasonably estimable.

The Company has entered into various research, development and manufacturing contracts with research institutions and other companies. These agreements are generally cancelable, and related costs are recorded as research and development expenses as incurred. The Company records accruals for estimated ongoing research, development and manufacturing costs. The upfront payments to acquire a new drug compound, as well as subsequent milestone payments, are immediately expensed as acquired in-process research and development, provided that the drug has not achieved regulatory approval for marketing and, absent obtaining such approval, has no alternative future use. Once regulatory approval is received, payments to acquire rights, and the related milestone payments, are capitalized and the amortization of such assets recorded to product cost of sales.

As part of the process of preparing the Q2 2021 Financial Statements, we are required to estimate our accrued research and development expenses. This process involves reviewing open contracts and purchase orders, communicating with our applicable personnel to identify services that have been performed on our behalf and estimating the level of service performed and the associated cost incurred for the service when we have not yet been invoiced or otherwise notified of actual costs. We make estimates of our accrued expenses as of each balance sheet date based on facts and circumstances known to us at that time. We periodically confirm the accuracy of the estimates with the service providers and make adjustments if necessary. Although we do not expect our estimates to be materially different from amounts actually incurred, our understanding of the status and timing of services performed relative to the actual status and timing of services performed may vary and may result in reporting amounts that are too high or too low in any particular period. To date, our estimated accruals have not differed materially from actual costs incurred.

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Stock-Based Compensation

We determine the fair value of each award issued under our equity-based compensation plan on the date of grant. Compensation expense for service-based stock option awards is recognized on a straight-line basis for the entire award over the requisite service period, with the amount of compensation expense recognized at any date at least equaling the portion of the grant-date fair value of the award that is vested at that date.

We elected to account prospectively for forfeitures as they occur rather than apply an estimated forfeiture rate to share-based compensation expense. We classify share-based compensation expense in our Q2 2021 Financial Statements in the same manner in which the award recipient’s salary and related costs are classified or in which the award recipient’s service payments are classified, as applicable.

We estimate the fair value of the stock option awards on the date of grant using the Black-Scholes-Merton option pricing model which includes certain judgments and estimates including the expected life of the stock options as well the risk-free rate, dividend yield, and volatility, each estimated over the expected life of the stock options. Prior to the Business Combination there was no public market for our common shares, we therefore determined the volatility for stock subjectoptions granted based on an analysis of reported data for a peer group of companies. We will continue to possible redemption in accordanceapply this method until a sufficient amount of historical information regarding the volatility of our own share price becomes available. As we do not have a history of stock option exercises, the expected life of the stock options has been determined as the using the simplified method being the midpoint between the vesting date and the end of the contractual term. The risk-free interest rate is based on a treasury instrument whose term is consistent with the guidanceexpected life of the stock options. The expected dividend yield is assumed to be zero as we have never paid dividends and do not have current plans to pay any dividends on our common shares.

Recently adopted accounting standards and recent accounting pronouncements

For a discussion of new accounting standard updates adopted by the Company as well as recent accounting pronouncements for accounting standard updates not yet effective and their respective impact and expected impact on our Q2 2021 Financial Statements or disclosures, please see Note 2 to the Q2 2021 Financial Statements.

ITEM 3. – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The primary objectives of our investment activities are to ensure liquidity and to preserve capital. We are exposed to market risks in Accounting Standards Codification (“ASC”the ordinary course of our business, primarily interest rate risk and foreign exchange risk.

Our mortgage payable is priced at 1-month LIBOR (subject to a floor of 0.25%) Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption is classified asplus a liability instrumentspread of 2.85% and is measuredexposed to fluctuations in that floating rate. As of June 30, 2021, the 1-month LIBOR was below the floor of 0.25% at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that0.0770%. On July 29, 2021, the mortgage loan was repaid in full and the related mortgage on our facility in Indianapolis, Indiana was released.

We are either within the control of the holder or subjectexposed to redemption upon the occurrence of uncertain events not solely within our control) is classifiedforeign currency risk in relation to its expenses incurred from certain Canadian supplier agreements as temporary equity. At all other times, common stock is classifiedwell as stockholders’ equity. Our common stock features certain redemption rights that are considered to be outsidesalaries and wages in respect of our control and subject to occurrence of uncertain future events. Accordingly, the common stock subject to possible redemption is presented as temporary equity, outside of the stockholders’ equity section of our condensed balance sheet.

Net Loss Per Common Share

Canadian employees. We also incurred limited expenses denominated in Euro.

We apply the two-class methodcurrently have not engaged in calculating earnings per share. Net income (loss) per common share, basicany hedging activities and diluted for Class A redeemable common stock is calculated by dividing the interest income earned on the Trust Account, net of applicable taxes, by the weighted average number of shares of Class A redeemable common stock outstanding for the periods. Net loss per common share, basic and diluted for Class B common stock is calculated by dividing net loss less income attributable to Class A redeemable common stock, by the weighted average number of shares of Class B common stock outstanding for the periods presented.

Recent Accounting Standards

Management doeswe do not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would haveinflation, interest rate changes or exchange rate fluctuations had a material effectsignificant impact on our condensed financial statements.results of operations for any periods presented herein. We will continue to monitor our market risks and responses to those risks.

ITEM 4. – CONTROLS AND PROCEDURES


JOBS Act

The JOBS Act contains provisions that, among other things, relax certain reporting requirements for qualifying public companies. We qualify as an "emerging growth company" and under the JOBS Act will be allowed to comply with new or revised accounting pronouncements based on the effective date for private (not publicly traded) companies. We are electing to delay the adoption of new or revised accounting standards, and as a result, we may not comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for non-emerging growth companies. As a result, our financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates.

Additionally, we are in the process of evaluating the benefits of relying on the other reduced reporting requirements provided by the JOBS Act. Subject to certain conditions set forth in the JOBS Act, if, as an "emerging growth company," we choose to rely on such exemptions we may not be required to, among other things, (i) provide an auditor's attestation report on our system of internal controls over financial reporting pursuant to Section 404, (ii) provide all of the compensation disclosure that may be required of non-emerging growth public companies under the Dodd-Frank Wall Street Reform and Consumer Protection Act, (iii) comply with any requirement that may be adopted by the PCAOB regarding mandatory audit firm rotation or a supplement to the auditor's report providing additional information about the audit and the financial statements (auditor discussion and analysis) and (iv) disclose certain executive compensation related items such as the correlation between executive compensation and performance and comparisons of the CEO's compensation to median employee compensation. These exemptions will apply for a period of five years following the completion of our initial public offering or until we are no longer an "emerging growth company," whichever is earlier.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

As of September 30, 2020, we were not subject to any market or interest rate risk. Following the consummation of our Initial Public Offering, the net proceeds of our Initial Public Offering and the sale of the Private Placement Shares are held in the Trust Account invested in U.S. government treasury obligations with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act which invest only in direct U.S. government treasury obligations. Due to the short-term nature of these investments, we believe there will be no associated material exposure to interest rate risk.

Item 4.Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of ourWe maintain disclosure controls and procedures as of the end of the fiscal quarter ended September 30, 2020, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that during the period covered by this report, our disclosure controls and procedures were effective.

Disclosure controls and procedures are designed to ensure that information required to be disclosed by us in ourthe reports that we file or submit under the Exchange Act reports is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms,forms. Such disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that such information required to be disclosed by us in reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

29


As of June 30, 2021, our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Our management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives, and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

Our Chief Executive Officer and Chief Financial Officer have concluded that, based on the evaluation described above, as of June 30, 2021, our disclosure controls and procedures were effective.

Changes in Internal Control over Financial Reporting

Since completing the Business Combination, with the oversight of senior management and our audit committee, we have been taking steps to improve and enhance our internal control over financial reporting. These steps include: (i) adopting and continuing to improve and maintain policies, processes and documentation procedures to improve the overall efficiency and accuracy of our financial reporting; (ii) establishing an ongoing program of education for our corporate finance and reporting employees, specifically including GAAP and the application of accounting pronouncements; (iii) engaging third-party consultants to review the design of our systems of internal control over financial reporting and to recommend improvements; and (iv) hiring experienced personnel to oversee and effectively allow for formally documenting accounting policies and ensuring compliance with accounting requirements.

ThereExcept as disclosed above, there was no change in our internal control over financial reporting that occurred during the fiscal quarter ended SeptemberJune 30, 2020 covered by this Quarterly Report on Form 10-Q2021 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

ITEM 1. – LEGAL PROCEEDINGS

From time to time, we may be subject to legal proceedings and claims in the ordinary course of business. We are not currently aware of any such proceedings or claims that we believe will have, individually or in the aggregate, a material adverse effect on our business, financial condition or results of operations.

Item 1.Legal Proceedings.

ITEM 1A. – RISK FACTORS

None.

Factors that could cause our actual results to differ materially from those in this Quarterly Report on Form 10-Q are any of the risks and uncertainties described in the prospectus included in our Registration Statement on Form S-1Item 1A.Risk Factors.

filed with the SEC on July 30, 2021 (the “Prospectus”). If any of these risks are realized, our business, financial condition, operating results and prospects could be materially and adversely affected. Additional risks and uncertainties not presently known to us or that we currently deem immaterial also may impair our business operation.

As of the date of this Quarterly Report on Form 10-Q, there have been no material changes to the risk factorsrisks and uncertainties disclosed in our final prospectus filed with the SEC on July 7, 2020, except weProspectus. We may disclose changes to such factors or disclose additional factors from time to time in our future filings with the SEC.

ITEM 2. – UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

Item 2.UnregisteredRecent Sales of Unregistered Equity Securities

PIPE Shares

Concurrently with the execution of the Business Combination Agreement, RACA entered into subscription agreements with each of the PIPE Investors, pursuant to which, at the Closing, the PIPE Investors subscribed for and Usepurchased an aggregate of Proceeds from Registered Securities

On July 10, 2020, we consummated the Initial Public Offering of 13,570,00016,500,000 shares of Class A common stock, including the issuance of 1,770,000 shares as a result of the underwriters’ exercise in full of their over-allotment option. The Class A common stock was soldCommon Stock at a price of $10.00 per share generating totalfor aggregate gross proceeds of $135,700,000. Jefferies LLC acted as the sole book-running manager$165,000,000. Affiliates of the Initial Public Offering. The securitiesRA Capital Management, L.P., funded $40,000,000 in the offering were registered under thePIPE Financing.

Issuer Purchases of Equity Securities Act on a registration statement on Form S-1 (No. 333-239196). The Securities and Exchange Commission declared the registration statements effective on July 7, 2020. Our shares of Class A common stock began trading on The Nasdaq Capital Market under the ticker symbol “RACA” on July 8, 2020.

Substantially concurrently with the closing of the Initial Public Offering, we completed the private sale of 471,400 shares of Class A common stock at a purchase price of $10.00 per Private Placement Share, to our Sponsor, generating gross proceeds to us of approximately $4,714,000. The Private Placement Shares are identical to the Class A Common Stock sold in the Initial Public Offering, except that, so long as they are held by the Sponsor and their permitted transferees: (i) they mayWe did not subject to certain limited exceptions, be transferred, assigned or sold by the Sponsor until the earlier of (A) one year after the completionrepurchase any of our initial Business Combination or (B) subsequent to our initial Business Combination,equity securities during the date on which we complete a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of our stockholders having the right to exchange their common stock for cash, securities or other property, and (ii) they are entitled to registration rights. Additionally, if the closing price of our common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after our initial Business Combination, the Private Placement Shares will be released from the lock-up. In addition, the Sponsor has agreed to waive its redemption rights with respect to the Private Placement Shares in connection with (i) the consummation of our initial Business Combination, including, without limitation, any such rights available in the context of a stockholder vote to approve such Business Combination, or (ii) a stockholder vote to approve an amendment to our second amended and restated certificate of incorporation to modify the substance or timing of our obligation to redeem 100% of the shares of Class A common stock sold in our Initial Public Offering if we have not consummated a Business Combination within 24 months of the closing of our Initial Public Offering or with respect to any other material provisions relating to our stockholders’ rights or pre-initial Business Combination activity or in the context of a tender offer made by us to purchase the Initial Public Offering shares (although the Sponsor, shall be entitled to redemption and liquidation rights with respect to any Initial Public Offering shares it holds if the we fail to consummate a Business Combination within 24 months of the closing of the IPO).quarter ended June 30, 2021.


A total of $135,700,000, comprised of the proceeds from the Initial Public Offering and the sale of the Private Placement Shares, were placed in a U.S.-based trust account at JP Morgan Chase Bank, N.A., maintained by Continental Stock Transfer & Trust Company, acting as trustee.

We paid a total of $2,714,000 in underwriting discounts and commissions and $588,042 for other costs and expenses related to the Initial Public Offering. In addition, the underwriters agreed to defer up to $4,749,500 in underwriting discounts and commissions.

For a description of the use of the proceeds generated in our Initial Public Offering, see Part I, Item 2 of this Form 10-Q.

Item

ITEM 3.Defaults Upon Senior Securities.

– DEFAULTS UPON SENIOR SECURITIES

None.

ItemITEM 4.Mine Safety Disclosures.

MINE SAFETY DISCLOSURES.

Not applicable.

ItemITEM 5.Other Information.

OTHER INFORMATION.

None.

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ITEM 6.EXHIBITS.

Item 6.Exhibits.The following exhibits are filed as part of this Quarterly Report on Form 10-Q.

Exhibit Index

Exhibit
Number

Description

Exhibit

Number2.1†

Description

Business Combination Agreement, dated as of March 15, 2021, by and among Therapeutics Acquisition Corp., Bodhi Merger Sub 1, Inc., and Point Biopharma Inc. (incorporated by reference to Annex A to the Definitive Proxy Statement filed by the Company on June 9, 2021).

3.1

Certificate of Incorporation of POINT Biopharma Global Inc. (incorporated by reference to Exhibit 3.1 to the Form 8-K filed by the Company on July 1, 2021).

3.2

By-laws of POINT Biopharma Global Inc. (incorporated by reference to Exhibit 3.2 to the Form 8-K filed by the Company on July 1, 2021).

31.1

10.1

Form of Subscription Agreement (incorporated by reference to Exhibit 10.2 to the Registration Statement on Form S-4/A filed by the Company on June 7, 2021).

10.2†

Amended and Restated Registration and Stockholder Rights Agreement, dated June 30, 2021, by and among Therapeutics Acquisition Holdings LLC and the stockholders party thereto (incorporated by reference to Exhibit 10.2 to the Form 8-K filed by the Company on July 1, 2021).

10.3#

POINT Biopharma Global Inc. 2021 Equity Incentive Plan (incorporated by reference to Exhibit 10.3 to the Form 8-K filed by the Company on July 1, 2021).

10.4#

Form of Non-Qualified Stock Option Agreement under the POINT Biopharma Global Inc. 2021 Equity Incentive Plan (Employees) (incorporated by reference to Exhibit 10.4 to the Form 8-K filed by the Company on July 1, 2021).

10.5#

Form of Non-Qualified Stock Option Agreement under the POINT Biopharma Global Inc. 2021 Equity Incentive Plan (Directors) (incorporated by reference to Exhibit 10.5 to the Form 8-K filed by the Company on July 1, 2021).

10.6#

Form of Restricted Stock Unit Award Agreement under the POINT Biopharma Global Inc. 2021 Equity Incentive Plan (Employees) (incorporated by reference to Exhibit 10.6 to the Form 8-K filed by the Company on July 1, 2021).

10.7#

Form of Restricted Stock Unit Award Agreement under the POINT Biopharma Global Inc. 2021 Equity Incentive Plan (Directors) (incorporated by reference to Exhibit 10.7 to the Form 8-K filed by the Company on July 1, 2021).

10.8#

Form of Incentive Stock Option Agreement under the POINT Biopharma Global Inc. 2021 Equity Incentive Plan (incorporated by reference to Exhibit 10.8 to the Form 8-K filed by the Company on July 1, 2021).

10.9

Form of Indemnification Agreement (incorporated by reference to Exhibit 10.18 to the Form 8-K filed by the Company on July 1, 2021).

31.1*

Certification of Chief Executive Officer Pursuantpursuant to RulesRule 13a-14(a) and 15d- 14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section  302 of the Sarbanes-Oxley Act of 2002.or Rule 15d-14(a).

31.2*

31.2

Certification of Chief Financial Officer Pursuantpursuant to RulesRule 13a-14(a) andor Rule 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section  302 of the Sarbanes-Oxley Act of 2002..

32*

32.1

Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section  1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2Certification ofand Chief Financial Officer Pursuantpursuant to 18 U.S.C. Section  1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.Rule 13a-14(b) or Rule 15d-14(b).

101.INS*

101.INS

XBRL Instance Document

101.SCH*

101.SCH

XBRL Taxonomy Extension Schema Document

101.CAL*

101.CAL

XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF*

101.DEF

XBRL Taxonomy Extension Definition Linkbase Document

101.LAB*

101.LAB

XBRL Taxonomy Extension Label Linkbase Document

101.PRE*

101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

*Filed herewith.

#Indicates a management contract or any compensatory plan, contract or arrangement.

Schedules and exhibits to this Exhibit omitted pursuant to Regulation S-K Item 601(b)(2). The Registrant agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request.


32

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereuntothereunto duly authorized on this 2nd day of November, 2020.authorized.

THERAPEUTICS ACQUISITION CORP.

POINT BIOPHARMA GLOBAL INC.

Date: August 13, 2021

By:

/s/ Matthew Hammond

Name: 

By:

Matthew Hammond

/s/Joe McCann.

Title:

Dr. Joe McCann, Ph.D.

Chief Executive Officer

(Principal Executive Officer)

By:

/s/Bill Demers

Bill Demers

Chief Financial Officer

(Principal Financial Officer)

33