BioXcel Therapeutics (BTAI) 10-Q 9 Nov 18 2018 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2018	Nov. 07, 2018
Document and Entity Information
Entity Registrant Name	BioXcel Therapeutics, Inc.
Entity Central Index Key	1,720,893
Document Type	10-Q
Document Period End Date	Sep. 30, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		15,645,545
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q3
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	true

BALANCE SHEETS

BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Current assets
Cash and cash equivalents	$ 47,122	$ 887
Prepaid expenses and other current assets	467	3
Due from Parent	49
Total current assets	47,638	890
Deferred offering expenses		461
Equipment, net	177	4
Other assets	51
Total assets	47,866	1,355
Current liabilities
Accounts payable	1,213	444
Accrued expenses	830	1,015
Payable to Parent for services		67
Note payable to Parent		371
Due to Parent		440
Total current liabilities	2,043	2,337
Total liabilities	2,043	2,337
Stockholders’ equity (deficit)
Preferred stock, $0.001 par value, 10,000,000 shares authorized; no shares issued or outstanding
Common stock, $0.001 par value, 50,000,000 shares authorized; 15,645,545 and 9,907,548 shares issued and outstanding as of September 30, 2018 and December 31, 2017, respectively	16	10
Additional paid-in-capital	62,452	3,458
Accumulated deficit	(16,645)	(4,450)
Total stockholders' equity (deficit)	45,823	(982)
Total liabilities and stockholders’ equity (deficit)	$ 47,866	$ 1,355

BALANCE SHEETS (Parenthetical)

BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2018	Mar. 12, 2018	Dec. 31, 2017
BALANCE SHEETS
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0		0
Preferred stock, shares outstanding (in shares)	0		0
Common shares, par value (in dollars per share)	$ 0.001	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	50,000,000	50,000,000	50,000,000
Common stock, shares issued (in shares)	15,645,545		9,907,548
Common stock, shares outstanding (in shares)	15,645,545		9,907,548

STATEMENTS OF OPERATIONS

STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
STATEMENTS OF OPERATIONS
Revenues	$ 0	$ 0	$ 0	$ 0
Operating costs and expenses
Research and development	3,821	619	8,540	1,264
General and administrative	1,298	298	4,109	747
Total operating expenses	5,119	917	12,649	2,011
Loss from operations	(5,119)	(917)	(12,649)	(2,011)
Other income
Dividend and interest income, net	232		454
Net loss	$ (4,887)	$ (917)	$ (12,195)	$ (2,011)
Net loss per share attributable to common stockholders/ Parent basic and diluted (in dollars per share)	$ (0.31)	$ (0.10)	$ (0.86)	$ (0.21)
Weighted average shares outstanding - basic and diluted (in shares)	15,645,545	9,483,318	14,228,192	9,483,318

STATEMENTS OF CASH FLOWS

STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (12,195)	$ (2,011)
Reconciliation of net loss to net cash used in operating activities
Depreciation and amortization	9	1
Stock-based compensation expense	2,949	516
Changes in operating assets and liabilities:
Prepaid expenses and other assets	(515)	(9)
Accounts payable and accrued expenses	584	405
Net cash used in operating activities	(9,168)	(1,098)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of equipment	(182)
Net cash used in investing activities	(182)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock, net	56,512	751
Net Parent Investment		214
Payable to Parent for services	(67)	88
Due to Parent	(489)	430
Note Payable — Parent	(371)	369
Net cash provided by financing activities	55,585	1,852
Net increase in cash and cash equivalents	46,235	754
Cash and cash equivalents, beginning of the period	887	0
Cash and cash equivalents, end of the period	47,122	754
Supplemental cash flow information:
Interest paid	1
Supplemental disclosure of non-cash Financing Activity:
Deferred issuance costs reclassified to additional paid-in-capital upon completion of initial public offering	$ 461
Reclassification of net Parent Investment in the Company to accumulated deficit		$ 440

Organization and Principal Acti

Organization and Principal Activities	9 Months Ended
	Sep. 30, 2018
Organization and Principal Activities
Organization and Principal Activities	Note 1. Organization and Principal Activities BioXcel Therapeutics, Inc. (the “Company” or “BTI”) is a clinical stage biopharmaceutical company utilizing novel artificial intelligence-based approaches to identify the next wave of medicines across neuroscience and immuno-oncology. The Company’s drug re-innovation approach leverages existing approved drugs and/or clinically validated product candidates together with big data and proprietary machine learning algorithms to identify new therapeutic indices. The Company is a majority-owned subsidiary of BioXcel Corporation (“BioXcel” or “Parent”) and was incorporated under the laws of the State of Delaware on March 29, 2017. The Company’s principal office is in New Haven, Connecticut. Unless otherwise indicated or the context requires otherwise, references in this report to “we,” “our,” “us” and similar expressions refer to BioXcel Therapeutics, Inc. The unaudited financial information for the three and nine months ended September 30, 2018 and 2017 is presented on the same basis as the financial statements included in the Company’s registration statement on Form S-1 relating to its initial public offering of its common shares. The Company’s primary activities have been the development of a clinical plan and pre-clinical research and development of two advanced programs: BXCL501, a sublingual thin film formulation of dexmedetomidine designed for acute treatment of agitation resulting from neurological and psychiatric disorders, and BXCL701, an immuno-oncology agent designed for treatment of a rare form of prostate cancer and for treatment of pancreatic cancer. These two programs and two emerging programs BXCL502 and BXCL702 (together, the “BTI Business”) have been contributed to the Company from the Parent pursuant to a contribution agreement.

Initial Public Offering

Initial Public Offering	9 Months Ended
	Sep. 30, 2018
Initial Public Offering
Initial Public Offering	Note 2. Initial Public Offering On March 7, 2018, the Company’s registration statement on Form S‑1 relating to its initial public offering of its common shares (the “IPO”) was declared effective by the Securities and Exchange Commission (“SEC”). The IPO closed on March 12, 2018, and the Company issued and sold 5,454,545 common shares at a public offering price of $11.00 per share. Gross proceeds totaled $60,000 and net proceeds totaled $54,102 after deducting underwriting discounts and commissions of $4,200 and other offering expenses of approximately $1,698. In connection with and effective upon the completion of its IPO, the Company effectuated a 237 to one stock split. Accordingly, all share and per share amounts for all periods presented in the accompanying financial statements have been adjusted retroactively, where applicable, to reflect the stock split. Also, in connection with the completion of its IPO, the Company amended its articles of incorporation to authorize the issuance of up to 50,000,000 shares of common stock with a par value of $.001 each and 10,000,000 shares of preferred stock with a par value of $.001 each.

Basis of Presentation and Liqui

Basis of Presentation and Liquidity	9 Months Ended
	Sep. 30, 2018
Basis of Presentation and Liquidity
Basis of Presentation and Liquidity	Note 3. Basis of Presentation and Liquidity Basis of Presentation The financial statements of the Company for the period through June 30, 2017 are derived by carving out the historical results of operations and historical cost basis of the assets and liabilities associated with the BTI Business that have been contributed to the Company by BioXcel, from the financial statements of BioXcel. These results reflect amounts specifically attributable to the BTI Business under a contribution agreement, effective June 30, 2017, as amended and restated on November 7, 2017, or the Contribution Agreement, for the period from January 1, 2015 until June 30, 2017. The Company has also entered into a separation and shared services agreement with BioXcel that took effect on June 30, 2017, as amended and restated on November 7, 2017, or the Services Agreement, pursuant to which BioXcel provides the Company with certain general and administrative and development support services. However, consistent with accounting regulations, it has been assumed that the Company was a separate business since January 1, 2015, and accordingly the assets, liabilities and expenses relating to the BTI Business have been separated from the Parent in the financial statements for periods prior to and post incorporation through June 30, 2017. The financial statements for the nine-month period ended September 30, 2017, include reasonable allocations for assets and liabilities and expenses attributable to the BTI Business. For the three and nine months ended September 30, 2018, the results are on a stand-alone entity basis. All assets and liabilities contributed by BioXcel to the Company have been recorded at historical book value. The balance sheet information as of December 31, 2017, was derived from the audited financial statements which include the accounts of BioXcel Therapeutics Inc. but does not include all disclosures required by accounting principles generally accepted in the United States (“GAAP”). The unaudited financial information should be read in conjunction with the financial statements and notes included in the Company’s S-1. Liquidity and Going Concern In accordance with Accounting Standards Update (“ASU”) 2014‑15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (Subtopic 205‑40), management must evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. Management believes that as a result of the proceeds received in connection with its IPO and a review of projected project timing that it has sufficient liquidity to meet its obligations as they come due for at least eighteen months.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2018
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	Note 4. Summary of Significant Accounting Policies Use of Estimates The Company’s financial statements are prepared in accordance with GAAP. The preparation of BioXcel’s financial statements requires the Company to make estimates and assumptions that impact the reported amounts of assets, liabilities and expenses in its financial statements and the accompanying notes. The most significant estimates in the financial statements relate to the fair value of equity awards and valuation allowance related to the Company’s deferred tax assets and liabilities. For the nine months ended September 30, 2018 and 2017, the most significant estimates include the valuation of the Parent’s common stock, allocation of expenses, assets and liabilities from the Parent. Although these estimates are based on the Company’s knowledge of current events and actions it may undertake in the future, actual results may ultimately materially differ from these estimates. Unaudited Interim Financial Information The accompanying unaudited financial statements do not include all of the information and footnotes required by GAAP. The accompanying year-end balance sheet was derived from audited financial statements but does not include all disclosures required by GAAP. The unaudited interim financial statements have been prepared on the same basis as the audited annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of September 30, 2018, and the results of its operations for the three and nine months ended September 30, 2018 and 2017 and its cash flows for the nine months ended September 30, 2018 and 2017, respectively. The results for the nine months ended September 30, 2018 are not necessarily indicative of results to be expected for the year ending December 31, 2018, any other interim periods or any future year or period. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less at the date of purchase to be cash equivalents. As of September 30, 2018, cash equivalents were comprised of money market funds. Deferred Offering Costs The Company capitalized certain legal, professional accounting and other third-party fees that were directly associated with in-process equity financings as deferred offering costs until the equity financing was consummated. After consummation of an equity financing, these costs were recorded in shareholders’ equity (deficit) as a reduction of proceeds generated as a result of the offering. As of December 31, 2017, the Company recorded deferred offering costs relating to its IPO of $461. The Company’s IPO was completed in March 2018, and these costs, as well as additional IPO costs including commissions of $4,200 and an additional $1,237 of other expenses incurred in 2018, were recorded as a reduction to shareholders’ equity. Equipment Equipment consists of computers and related equipment and furniture that are stated at cost and depreciated using the straight-line method over estimated useful life of 5 years. Leasehold improvements will be amortized over the life of the lease. The Company follows the guidance provided by FASB ASC Topic 360‑10, Property, Plant, and Equipment . Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to undiscounted future net cash flows expected to be generated. Impairment charges are recognized at the amount by which the carrying amount of an asset exceeds the fair value of the asset. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell. Since its inception, the Company has not recognized any impairment or disposition of long lived assets. Stock-Based Compensation The Company accounts for stock-based compensation in accordance with ASC 718, “ Compensation—Stock Compensation, ” which requires the measurement and recognition of compensation expense based on estimated fair market values for all share-based awards made to employees and directors, including stock options. The Company’s stock-based compensation plan was adopted and became effective in August 2017. Prior to the Company adopting its stock-based compensation plan the Parent granted stock options to its employees. As a result, related stock-based compensation expense has been allocated to the Company over the required service period over which these BioXcel stock option awards vest in the same manner salary costs of employees have been allocated to the BTI Business in the carve-out process. Both BioXcel and the Company’s stock option awards are valued at fair value on the date of grant and that fair value is recognized over the requisite service period. The estimated fair value of stock option awards was determined using the Black-Scholes option pricing model on the date of grant. Significant judgment and estimates were used to estimate the fair value of these awards, as they were not publicly traded. Stock awards granted by the Company subsequent to the IPO are valued using market prices at the date of grant. Stock-based awards to non-employees are re-measured at fair value each financial reporting date until performance is complete. ASC 718 requires companies to estimate the fair value of share-based awards on the date of grant using an option-pricing model. The Black-Scholes option-pricing model was used as its method of determining fair value. This model is affected by the Company’s stock price as well as assumptions regarding a number of subjective variables. These subjective variables include, but are not limited to, the expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviors. The value of the award is recognized as an expense in the statement of operations over the requisite service period. The periodic expense is then determined based on the valuation of the options. The Company adopted FASB ASU 2016-09 as of January 1, 2018 and has elected to account for forfeitures as they occur, by reversing compensation cost when the award is forfeited. Research and Development Costs Research and development expenses include wages, benefits, facilities, supplies, external services, clinical study and manufacturing costs and other expenses that are directly related to its research and development activities. At the end of the reporting period, the Company compares payments made to third party service providers to the estimated progress toward completion of the research or development objectives. Such estimates are subject to change as additional information becomes available. Depending on the timing of payments to the service providers and the progress that the Company estimates has been made as a result of the service provided, the Company may record net prepaid or accrued expense relating to these costs. The Company expenses research and development costs as incurred. Patent Costs Costs related to filing and pursuing patent applications are recorded as general and administrative expense and expensed as incurred since recoverability of such expenditures is uncertain. Fair Value Measurements ASC 820 “ Fair Value Measurements ” defines fair value, establishes a framework for measuring fair value in GAAP and expands disclosures about fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC 820 are described below: · Level 1—Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. · Level 2—Directly or indirectly observable inputs as of the reporting date through correlation with market data, including quoted prices for similar assets and liabilities in active markets and quoted prices in markets that are not active. Level 2 also includes assets and liabilities that are valued using models or other pricing methodologies that do not require significant judgment since the input assumptions used in the models, such as interest rates and volatility factors, are corroborated by readily observable data from actively quoted markets for substantially the full term of the financial instrument. · Level 3—Unobservable inputs that are supported by little or no market activity and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible, as well as considering counterparty credit risk in its assessment of fair value. The carrying amounts of cash, accounts payable and accrued expenses approximate fair value due to the short-term nature of these instruments. Net Loss per Share The Company computes basic net loss per share by dividing net loss available to common stockholders by the weighted average number of common shares outstanding for the period and excludes the effects of any potentially dilutive securities. Diluted earnings per share, if presented, would include the dilution that would occur upon the exercise or conversion of all potentially dilutive securities into common stock using the “treasury stock” and/or “if converted” methods as applicable. The potential dilutive securities included outstanding options (for both employees and non-employees) for the three and nine months ended September 30, 2018 and 2017. Such securities have not been included in the loss per share calculation since their impact would be anti-dilutive. There were 2,682,545 and 2,525,811 shares of options that were excluded from the calculation of the loss per share for the three and nine months ended September 30, 2018, respectively. The Company was incorporated on March 29, 2017 and net loss per common share for the three and nine months ending September 30, 2017, was calculated as if the shares to the Parent were issued at formation. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued ASU 2014‑09 Revenue from Contracts with Customers. Under this guidance, an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects what the entity expects to receive in exchange for the goods or services. This new guidance also requires more detailed disclosures to enable users of the financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The Company adopted this guidance beginning on January 1, 2018. The guidance allows the selection of one of two methods of adoption, either the full retrospective approach, meaning the guidance would be applied to all periods presented, or modified retrospective approach, meaning the cumulative effect of applying the guidance would be recognized as an adjustment to opening accumulated deficit balance. There was no impact to the Company as a result of the adoption. In February 2016, the FASB issued ASU 2016‑02 Lease Accounting Topic 842 . This ASU requires the Company to record all leases longer than one year on its balance sheet. Under the new guidance, when the Company records leases on its balance sheet it will record a liability with a value equal to the present value of payments it will make over the life of the lease and an asset representing the underlying leased asset. The new accounting guidance requires the Company to determine if its leases are operating or financing leases, similar to current accounting guidance. The Company will record expense for operating type leases on a straight-line basis as an operating expense and it will record expense for finance type leases as interest expense. The new lease standard is effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted. The Company must adopt the new standard on a modified retrospective basis, which requires it to reflect its leases on its balance sheet for the earliest comparative period presented. There was no impact to the Company as a result of the adoption. The SEC staff issued Staff Accounting Bulletin (“SAB”) 118, which provides guidance on accounting for the tax effects of the U.S. tax reform announced on December 22, 2017 by the U.S. Government commonly referred to as the Tax Cuts and Jobs Act. SAB 118 provides a measurement period that should not extend beyond one year from the U.S. tax reform enactment date for companies to complete the accounting under Accounting Standards Codification (“ASC”) 740. In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the U.S. tax reform for which the accounting under ASC 740 is complete. Specifically, the Company revalued its U.S. deferred tax assets and liabilities due to the federal income tax rate reduction from 35 percent to 21 percent. Since the Company has provided a full valuation allowance against its deferred tax assets, the revaluation of the deferred tax assets did not have a material impact on any period presented. In June 2018 the FASB issued ASU 2018-07 Compensation - Stock Compensation Topic 718. This ASU was issued as part of the FASB’s simplification initiative. The amendments in this Update expand the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. An entity should apply the requirements of Topic 718 to nonemployee awards except for specific guidance on inputs to an option pricing model and the attribution of cost (that is, the period of time over which share-based payment awards vest and the pattern of cost recognition over that period). The amendments specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The amendments also clarify that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under Topic 606, Revenue from Contracts with Customers. The Company is currently assessing the timing of adoption as well as the effects it will have on its financial statements and disclosures.

Transactions with BioXcel

Transactions with BioXcel	9 Months Ended
	Sep. 30, 2018
Transactions with BioXcel
Transactions with BioXcel	Note 5. Transactions with BioXcel The Company has entered into an asset contribution agreement, effective June 30, 2017, with BioXcel, as amended and restated on November 7, 2017, or the Contribution Agreement, pursuant to which BioXcel agreed to contribute BioXcel’s rights, title and interest in BXCL501, BXCL701, BXCL502 and BXCL702, and all of the assets and liabilities associated in consideration for (i) 9,480,000 shares of our common stock, (ii) $1,000 upon completion of an initial public offering, (iii) $500 upon the later of the 12 month anniversary of an initial public offering and the first dosing of a patient in the bridging bioavailability/ bioequivalence study for the BXCL501 program, (iv) $500 upon the later of the 12 month anniversary of an initial public offering and the first dosing of a patient in the Phase 2 PoC open label monotherapy or combination trial with Keytruda for the BXCL701 program and (v) a one-time payment of $5,000 within 60 days after the achievement of $50,000 in cumulative net sales of any product or combination of products resulting from the development and commercialization of any one of the Candidates or a product derived therefrom. With the completion of the Company’s IPO in March 2018, $1 million was charged to Research and Development costs in connection with (ii) above and was paid on April 5, 2018. We entered into a separation and shared services agreement with BioXcel that took effect on June 30, 2017, as amended and restated on November 7, 2017, or the Services Agreement, pursuant to which BioXcel will allow us to continue to use the office space, equipment, services and leased employees based on the agreed upon terms and conditions for a payment of defined monthly and/or hourly fees. The parties have agreed that the services and office space provided under the Services Agreement shall decrease over time until the 12-month anniversary of the date of the Services Agreement. The office space and equipment portion of the Services Agreement ended effectively on April 30, 2018 when the Company moved to new office space to accommodate additional personnel that had been hired. Services to be provided by BioXcel through its subsidiary in India, were originally expected to decrease through June 30, 2019 provided such dates may be extended upon mutual agreement between the parties. The parties are currently discussing extending the term of these services provided however no definitive agreement has been agreed upon as of the date hereof. There can be no assurance that the parties will agree to any extension to the Services Agreement in the future. On or before December 31, 2019, the Company will have the option to enter into a collaborative services agreement with BioXcel pursuant to which BioXcel shall perform product identification and related services for us utilizing EvolverAI. We have agreed that this agreement will be negotiated in good faith and that such agreement will incorporate reasonable market-based terms, including consideration for BioXcel reflecting a low, single-digit royalty on net sales and reasonable development and commercialization milestone payments, provided that (i) development milestones shall not exceed $10 million in the aggregate and not be payable prior to proof of concept in humans and (ii) commercialization milestones shall be based on reaching annual net sales levels, be limited to 3% of the applicable net sales level, and not exceed $30 million in the aggregate. BioXcel shall continue to make such product identification and related services available to us for at least five years from June 30, 2017. The parties are currently discussing extending the product identification and related services that BioXcel would provide however no definitive agreement has been agreed upon as of the date hereof. There can be no assurance that the parties will agree to any extension to the collaborative services agreement in the future. In connection with the Services Agreement, BioXcel had agreed to provide the Company a line of credit, which was capped at $1,000, or the Total Funding Amount, pursuant to the terms of a grid note, or the Grid Note. The Grid Note was payable upon the earlier of (i) the completion of an initial public offering and (ii) December 31, 2018, together with interest on the unpaid balance of each advance made under the Grid Note, which would accrue at a rate per annum equal to the applicable federal rate for short-term loans as of the date hereof, in each case calculated based on a 365‑day year and actual days elapsed. As of December 31, 2017, the Company had drawn down $371 under the Grid Note. All amounts due to BioXcel under the line of credit, the Grid Note, and for expenses paid on the Company’s behalf were paid following the completion of the Company’s IPO on March 20, 2018.

Equipment

Equipment	9 Months Ended
	Sep. 30, 2018
Equipment
Equipment	Note 6. Equipment September 30, December 31, 2018 2017 Unaudited Computers and related equipment $ 169 $ 5 Furniture 4 — Leasehold improvements 14 187 5 Accumulated depreciation (10) (1) $ 177 $ 4

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2018
Commitments and Contingencies
Commitments and Contingencies	Note 7. Commitments and Contingencies The Company is required to pay to BioXcel $5,000 within 60 days after the achievement of $50,000 in cumulative net sales of any product or combination of products resulting from the development and commercialization of any one of the candidates BXCL501, BXCL701, BXCL502, and BXCL702 or a product derived therefrom. The Company is also required to pay to BioXcel $2,000 in connection with the IPO, (x) the first $1,000 was charged to Research and Development expenses during the three months ended March 31, 2018 and paid to BioXcel on April 5, 2018 and (y) the second $1,000, (i) $500 of which is payable upon the later of the 12 month anniversary of an offering and the first dosing of a patient in the bridging bioavailability/bioequivalence study for the BXCL501 program and (ii) $500 of which is payable upon the later of the 12 month anniversary of an offering and the first dosing of a patient in the Phase 2 PoC open label monotherapy or combination trial with Keytruda for the BXCL701 program.

Accrued Expenses

Accrued Expenses	9 Months Ended
	Sep. 30, 2018
Accrued Expenses
Accrued Expenses	Note 8. Accrued Expenses Accrued expenses consist of the following: September 30, 2018 December 31, 2017 (Unaudited) Accrued salaries, benefits and travel related costs $ 476 $ 79 Professional and consultant fees 113 120 Legal expenses 85 413 Drugs and clinical trial expenses 156 403 $ 830 $ 1,015

Stockholders' Equity (Deficit)

Stockholders' Equity (Deficit)	9 Months Ended
	Sep. 30, 2018
Stockholders’ Equity (Deficit)
Stockholders’ Equity (Deficit)	Note 9. Stockholders’ Equity (Deficit) Authorized Capital The Company is authorized to issue up to 10,000,000 preferred shares with a par value of $0.001 per share. No preferred shares are issued and outstanding. The Company is authorized to issue up to 50,000,000 shares of common stock with a par value of $0.001 per share. The Company had 15,645,545 shares of common stock outstanding as of September 30, 2018. Description of Common Stock Each share of common stock has the right to one vote. The holders of common stock are entitled to dividends when funds are legally available and when declared by the board of directors. Common Stock Issuances On March 7, 2018, the Company’s registration statement on Form S-1 relating to the Company’s IPO was declared effective by the SEC. The IPO closed on March 12, 2018, and the Company issued and sold 5,454,545 shares of common stock at a public offering price of $11.00 per share, for gross proceeds of $60,000 and net proceeds of $54,102 after deducting underwriting discounts and commissions of $4,200 and other offering expenses of $1,698. In January and February 2018, the Company issued 283,452 shares of common stock with an issuance price of $6.88 per share for gross and net proceeds of $1,950. In October 2017, the Company sold 271,839 shares of common stock with an issuance price of $4.82 per share with gross and net proceeds of $1,311. In September 2017, the Company sold 155,709 shares of common stock with an issuance price of $4.82 per share with gross and net proceeds of $751.

Stock-Based Compensation

Stock-Based Compensation	9 Months Ended
	Sep. 30, 2018
Stock-Based Compensation
Stock-Based Compensation	Note 10. Stock-Based Compensation Stock Options The Company’s 2017 Stock Incentive Plan (the “2017 Stock Plan”) became effective in August 2017 and will expire in August 2027. Under the 2017 Stock Plan, the Company may grant incentive stock options, non-statutory stock options, restricted stock awards and other stock-based awards. As of September 30, 2018, there were 3,462,570 shares of the Company’s common stock authorized for issuance under the 2017 Stock Plan. Options granted under the 2017 Stock Plan have a term of ten years with vesting term determined by the board of directors, which is generally four years. The fair value of options granted during the nine months ended September 30, 2018 was estimated using the Black-Scholes option-pricing model with the following assumptions. Employees (Unaudited) For the Nine Months Ended September 30, 2018 Exercise price per share $ - $ Expected stock price volatility % - % Risk-free rate of interest % - % Fair value of grants per share $ - $ Expected Term (years) - Non-Employees (Unaudited) For the Nine Months Ended September 30, 2018 Exercise price per share $ - $ Expected stock price volatility % - % Risk-free rate of interest % - % Fair value of grants per share $ - $ Expected Term (years) - Since the Company recently completed its IPO, it does not have a history of market prices of its common stock and, as such, volatility was estimated using historical volatilities of similar public companies. The expected term of the employee awards is estimated based on the simplified method, which calculates the expected term based upon the midpoint of the term of the award and the vesting period. The Company uses the simplified method because it does not have sufficient option exercise data to provide a reasonable basis upon which to estimate the expected term. The expected term of non-employee awards represents the awards contractual term. The expected dividend yield is 0% as the Company has no history of paying dividends nor does management expect to pay dividends over the contractual terms of these options. The risk-free interest rates are based on the United States Treasury yield curve in effect at the time of grant, with maturities approximating the expected term of the stock options. The following table summarizes information about stock option activity during the period the Plan was in effect (in thousands, except share and per share data): Employee Options Weighted Average Number Weighted Average Total Remaining of Exercise Intrinsic Contractual Shares Price per Share Value Life (in years) Outstanding as of January 1, 2018 1,813,524 $ 0.65 $ 13,894,762 9.7 Employee options granted 143,148 $ 11.00 $ — 10.0 Outstanding as of March 31, 2018 1,956,672 $ 1.41 $ 17,395,705 9.4 Employee options granted 100,000 $ 10.06 $ 16,100 9.9 Options reclassified from Non-employee 154,178 $ 2.45 $ 1,093,696 9.3 Outstanding as of June 30, 2018 2,210,850 $ 1.87 $ 16,619,436 9.2 Employee options granted 120,000 $ 9.52 $ — 9.9 Options reclassified to Non-employee (62,094) $ 0.41 — — Outstanding as of September 30, 2018 2,268,756 $ 2.31 $ 13,168,713 9.0 Options vested and exercisable as of September 30, 2018 1,471,041 $ 0.43 $ 10,637,435 8.9 Non-employee Options Weighted Average Number Weighted Average Total Remaining of Exercise Intrinsic Contractual Shares Price per Share Value Life (in years) Outstanding as of January 1, 2018 496,515 $ 0.41 $ 3,922,238 9.6 Non-employee options granted 68,256 $ 11.00 $ — 10.0 Non-employee options forfeited (6,162) $ 0.41 $ — — Outstanding as of March 31, 2018 558,609 $ 1.70 $ 4,820,170 9.5 Non-employee options reclassified to Employee (154,178) $ 2.45 $ — — Outstanding as of June 30, 2018 404,431 $ 1.42 $ 3,216,507 9.2 Non-employee options granted 37,209 $ 9.20 $ — 9.9 Non-employee options forfeited (6,162) $ 0.41 $ — — Options reclassified from Employee 62,094 $ 0.41 $ 450,182 8.9 Outstanding as of September 30, 2018 497,572 $ 1.89 $ 3,058,485 9.0 Options vested and exercisable as of September 30, 2018 136,622 $ 0.50 $ 977,546 8.9 The Company granted 468,613 options to purchase shares of common stock during the nine months ended September 30, 2018. No options were exercised during the nine months ended September 30, 2018. There were 696,242 shares available for grant as of September 30, 2018. The Company recognized stock-based compensation expense under the 2017 Stock Plan of $917 and $2,778 for the three and nine months ended September 30, 2018. The Company recognized stock-based compensation expense under the 2017 Stock Plan of $230 for the three and nine months ended September 30, 2017. The total grant-date fair value of options was $4,081 and $1,311 for employees and non-employees, respectively, for the nine months ended September 30, 2018. Unrecognized compensation expense related to unvested awards as of September 30, 2018 was $3,249 for employees and $1,636 for non-employees and will be recognized over the remaining vesting periods of the underlying awards. The weighted-average period over which such compensation is expected to be recognized is 1.9 years for employees and 1.5 years for non-employees. BioXcel Charges BioXcel has granted stock options to its employees under its own Equity Incentive Plan (“BioXcel Plan”). Stock-based compensation expense from the BioXcel Plan is allocated to the Company over the period over which those stock option awards vest and are based the on the percentage of time spent on Company activities compared to BioXcel activities, which is the same basis used for allocation of salary costs. The BioXcel stock option awards are valued at fair value on the date of grant and that fair value is recognized over the requisite service period. The estimated fair value of these BioXcel stock option awards was determined using the Black Scholes option pricing model on the date of grant. Significant judgment and estimates were used to estimate the fair value of these awards, as they are not publicly traded. Share based compensation expense (income), net of forfeitures, recognized by the Company in its statements of operations related to BioXcel equity awards totaled approximately $(27) and $86 for the three months ended September 30, 2018 and 2017, respectively and $172 and $286 for the nine months ended September 30, 2018 and 2017, respectively. Total share based compensation charges were approximately $889 and $316 for the three months ended September 30, 2018 and 2017, respectively and $2,949 and $516 for the nine months ended September 30, 2018 and 2017, respectively.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2018
Income Taxes
Income Taxes	Note 11. Income Taxes Deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial reporting and tax bases of assets and liabilities and are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. As a result of the Company’s cumulative losses, management has concluded that a full valuation allowance against the Company’s net deferred tax assets is appropriate. No income tax liabilities existed as of September 30, 2018 and December 31, 2017 due to the Company’s continuing operating losses.

Leases

Leases	9 Months Ended
	Sep. 30, 2018
Leases
Leases	Note 12. Leases The Company entered into a “Swing Space” agreement on June 21, 2018 to lease approximately 5,300 square feet of office space on the 5 th floor (the “5 th Floor Lease”) of the building located at 555 Long Wharf Drive, New Haven, Connecticut. On August 20, 2018, the Company entered into an agreement to lease approximately 11,040 square feet of space (the “12 th Floor Lease”) The term of the 5 th Floor Lease is through the earlier of the date the Company conducts business in the 12 th Floor space, or April 30, 2019. No base rent is payable during this period, however, the Company is obligated to pay a pro-rata electricity charge each month. The landlord is required to deliver the 12 th Floor premises to the Company as soon as practicable after the current tenant vacates the premises (the “Commencement Date”). The initial term of the 12 th floor lease continues from the Commencement Date through the last day of the calendar month immediately following the seventh (7th) anniversary of the date which the earliest of (x) ninety (90) days from the Commencement Date, (y) the date on which Tenant’s Work (as defined in the Lease) is substantially completed and (z) the date on which the Company first occupies any portion of the Premises for the conduct of its business (the “Rent Commencement Date”). The Company’s improvement costs are expected to aggregate approximately $600. Future minimum lease payments under this non-cancelable operating lease are as follows as of the Rent Commencement Date: Lease Year Amount $ 187 192 215 220 225 Thereafter 468 $ 1,507 The Company has an option to renew the lease for one additional five-year term at 95% of the then prevailing market rates but not less than the rental rate at the end of the initial lease term.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2018
Summary of Significant Accounting Policies
Use of Estimates	Use of Estimates The Company’s financial statements are prepared in accordance with GAAP. The preparation of BioXcel’s financial statements requires the Company to make estimates and assumptions that impact the reported amounts of assets, liabilities and expenses in its financial statements and the accompanying notes. The most significant estimates in the financial statements relate to the fair value of equity awards and valuation allowance related to the Company’s deferred tax assets and liabilities. For the nine months ended September 30, 2018 and 2017, the most significant estimates include the valuation of the Parent’s common stock, allocation of expenses, assets and liabilities from the Parent. Although these estimates are based on the Company’s knowledge of current events and actions it may undertake in the future, actual results may ultimately materially differ from these estimates.
Unaudited Interim Financial Information	Unaudited Interim Financial Information The accompanying unaudited financial statements do not include all of the information and footnotes required by GAAP. The accompanying year-end balance sheet was derived from audited financial statements but does not include all disclosures required by GAAP. The unaudited interim financial statements have been prepared on the same basis as the audited annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of September 30, 2018, and the results of its operations for the three and nine months ended September 30, 2018 and 2017 and its cash flows for the nine months ended September 30, 2018 and 2017, respectively. The results for the nine months ended September 30, 2018 are not necessarily indicative of results to be expected for the year ending December 31, 2018, any other interim periods or any future year or period.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less at the date of purchase to be cash equivalents. As of September 30, 2018, cash equivalents were comprised of money market funds.
Deferred Offering Costs	Deferred Offering Costs The Company capitalized certain legal, professional accounting and other third-party fees that were directly associated with in-process equity financings as deferred offering costs until the equity financing was consummated. After consummation of an equity financing, these costs were recorded in shareholders’ equity (deficit) as a reduction of proceeds generated as a result of the offering. As of December 31, 2017, the Company recorded deferred offering costs relating to its IPO of $461. The Company’s IPO was completed in March 2018, and these costs, as well as additional IPO costs including commissions of $4,200 and an additional $1,237 of other expenses incurred in 2018, were recorded as a reduction to shareholders’ equity.
Equipment	Equipment Equipment consists of computers and related equipment and furniture that are stated at cost and depreciated using the straight-line method over estimated useful life of 5 years. Leasehold improvements will be amortized over the life of the lease. The Company follows the guidance provided by FASB ASC Topic 360‑10, Property, Plant, and Equipment . Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to undiscounted future net cash flows expected to be generated. Impairment charges are recognized at the amount by which the carrying amount of an asset exceeds the fair value of the asset. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell. Since its inception, the Company has not recognized any impairment or disposition of long lived assets.
Stock-Based Compensation	Stock-Based Compensation The Company accounts for stock-based compensation in accordance with ASC 718, “ Compensation—Stock Compensation, ” which requires the measurement and recognition of compensation expense based on estimated fair market values for all share-based awards made to employees and directors, including stock options. The Company’s stock-based compensation plan was adopted and became effective in August 2017. Prior to the Company adopting its stock-based compensation plan the Parent granted stock options to its employees. As a result, related stock-based compensation expense has been allocated to the Company over the required service period over which these BioXcel stock option awards vest in the same manner salary costs of employees have been allocated to the BTI Business in the carve-out process. Both BioXcel and the Company’s stock option awards are valued at fair value on the date of grant and that fair value is recognized over the requisite service period. The estimated fair value of stock option awards was determined using the Black-Scholes option pricing model on the date of grant. Significant judgment and estimates were used to estimate the fair value of these awards, as they were not publicly traded. Stock awards granted by the Company subsequent to the IPO are valued using market prices at the date of grant. Stock-based awards to non-employees are re-measured at fair value each financial reporting date until performance is complete. ASC 718 requires companies to estimate the fair value of share-based awards on the date of grant using an option-pricing model. The Black-Scholes option-pricing model was used as its method of determining fair value. This model is affected by the Company’s stock price as well as assumptions regarding a number of subjective variables. These subjective variables include, but are not limited to, the expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviors. The value of the award is recognized as an expense in the statement of operations over the requisite service period. The periodic expense is then determined based on the valuation of the options. The Company adopted FASB ASU 2016-09 as of January 1, 2018 and has elected to account for forfeitures as they occur, by reversing compensation cost when the award is forfeited.
Research and Development Costs	Research and Development Costs Research and development expenses include wages, benefits, facilities, supplies, external services, clinical study and manufacturing costs and other expenses that are directly related to its research and development activities. At the end of the reporting period, the Company compares payments made to third party service providers to the estimated progress toward completion of the research or development objectives. Such estimates are subject to change as additional information becomes available. Depending on the timing of payments to the service providers and the progress that the Company estimates has been made as a result of the service provided, the Company may record net prepaid or accrued expense relating to these costs. The Company expenses research and development costs as incurred.
Patent Costs	Patent Costs Costs related to filing and pursuing patent applications are recorded as general and administrative expense and expensed as incurred since recoverability of such expenditures is uncertain.
Fair Value Measurements	Fair Value Measurements ASC 820 “ Fair Value Measurements ” defines fair value, establishes a framework for measuring fair value in GAAP and expands disclosures about fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC 820 are described below: · Level 1—Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. · Level 2—Directly or indirectly observable inputs as of the reporting date through correlation with market data, including quoted prices for similar assets and liabilities in active markets and quoted prices in markets that are not active. Level 2 also includes assets and liabilities that are valued using models or other pricing methodologies that do not require significant judgment since the input assumptions used in the models, such as interest rates and volatility factors, are corroborated by readily observable data from actively quoted markets for substantially the full term of the financial instrument. · Level 3—Unobservable inputs that are supported by little or no market activity and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible, as well as considering counterparty credit risk in its assessment of fair value. The carrying amounts of cash, accounts payable and accrued expenses approximate fair value due to the short-term nature of these instruments.
Net Loss per Share	Net Loss per Share The Company computes basic net loss per share by dividing net loss available to common stockholders by the weighted average number of common shares outstanding for the period and excludes the effects of any potentially dilutive securities. Diluted earnings per share, if presented, would include the dilution that would occur upon the exercise or conversion of all potentially dilutive securities into common stock using the “treasury stock” and/or “if converted” methods as applicable. The potential dilutive securities included outstanding options (for both employees and non-employees) for the three and nine months ended September 30, 2018 and 2017. Such securities have not been included in the loss per share calculation since their impact would be anti-dilutive. There were 2,682,545 and 2,525,811 shares of options that were excluded from the calculation of the loss per share for the three and nine months ended September 30, 2018, respectively. The Company was incorporated on March 29, 2017 and net loss per common share for the three and nine months ending September 30, 2017, was calculated as if the shares to the Parent were issued at formation.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued ASU 2014‑09 Revenue from Contracts with Customers. Under this guidance, an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects what the entity expects to receive in exchange for the goods or services. This new guidance also requires more detailed disclosures to enable users of the financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The Company adopted this guidance beginning on January 1, 2018. The guidance allows the selection of one of two methods of adoption, either the full retrospective approach, meaning the guidance would be applied to all periods presented, or modified retrospective approach, meaning the cumulative effect of applying the guidance would be recognized as an adjustment to opening accumulated deficit balance. There was no impact to the Company as a result of the adoption. In February 2016, the FASB issued ASU 2016‑02 Lease Accounting Topic 842 . This ASU requires the Company to record all leases longer than one year on its balance sheet. Under the new guidance, when the Company records leases on its balance sheet it will record a liability with a value equal to the present value of payments it will make over the life of the lease and an asset representing the underlying leased asset. The new accounting guidance requires the Company to determine if its leases are operating or financing leases, similar to current accounting guidance. The Company will record expense for operating type leases on a straight-line basis as an operating expense and it will record expense for finance type leases as interest expense. The new lease standard is effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted. The Company must adopt the new standard on a modified retrospective basis, which requires it to reflect its leases on its balance sheet for the earliest comparative period presented. There was no impact to the Company as a result of the adoption. The SEC staff issued Staff Accounting Bulletin (“SAB”) 118, which provides guidance on accounting for the tax effects of the U.S. tax reform announced on December 22, 2017 by the U.S. Government commonly referred to as the Tax Cuts and Jobs Act. SAB 118 provides a measurement period that should not extend beyond one year from the U.S. tax reform enactment date for companies to complete the accounting under Accounting Standards Codification (“ASC”) 740. In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the U.S. tax reform for which the accounting under ASC 740 is complete. Specifically, the Company revalued its U.S. deferred tax assets and liabilities due to the federal income tax rate reduction from 35 percent to 21 percent. Since the Company has provided a full valuation allowance against its deferred tax assets, the revaluation of the deferred tax assets did not have a material impact on any period presented. In June 2018 the FASB issued ASU 2018-07 Compensation - Stock Compensation Topic 718. This ASU was issued as part of the FASB’s simplification initiative. The amendments in this Update expand the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. An entity should apply the requirements of Topic 718 to nonemployee awards except for specific guidance on inputs to an option pricing model and the attribution of cost (that is, the period of time over which share-based payment awards vest and the pattern of cost recognition over that period). The amendments specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The amendments also clarify that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under Topic 606, Revenue from Contracts with Customers. The Company is currently assessing the timing of adoption as well as the effects it will have on its financial statements and disclosures.

Equipment (Tables)

Equipment (Tables)	9 Months Ended
	Sep. 30, 2018
Equipment
Equipment	September 30, December 31, 2018 2017 Unaudited Computers and related equipment $ 169 $ 5 Furniture 4 — Leasehold improvements 14 187 5 Accumulated depreciation (10) (1) $ 177 $ 4

Accrued Expenses (Tables)

Accrued Expenses (Tables)	9 Months Ended
	Sep. 30, 2018
Accrued Expenses
Schedule of Accrued Expenses	September 30, 2018 December 31, 2017 (Unaudited) Accrued salaries, benefits and travel related costs $ 476 $ 79 Professional and consultant fees 113 120 Legal expenses 85 413 Drugs and clinical trial expenses 156 403 $ 830 $ 1,015

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	9 Months Ended
	Sep. 30, 2018
Employees
Stock-Based Compensation
Schedule of Valuation Assumptions	(Unaudited) For the Nine Months Ended September 30, 2018 Exercise price per share $ - $ Expected stock price volatility % - % Risk-free rate of interest % - % Fair value of grants per share $ - $ Expected Term (years) -
Schedule of Stock Option Activity	Weighted Average Number Weighted Average Total Remaining of Exercise Intrinsic Contractual Shares Price per Share Value Life (in years) Outstanding as of January 1, 2018 1,813,524 $ 0.65 $ 13,894,762 9.7 Employee options granted 143,148 $ 11.00 $ — 10.0 Outstanding as of March 31, 2018 1,956,672 $ 1.41 $ 17,395,705 9.4 Employee options granted 100,000 $ 10.06 $ 16,100 9.9 Options reclassified from Non-employee 154,178 $ 2.45 $ 1,093,696 9.3 Outstanding as of June 30, 2018 2,210,850 $ 1.87 $ 16,619,436 9.2 Employee options granted 120,000 $ 9.52 $ — 9.9 Options reclassified to Non-employee (62,094) $ 0.41 — — Outstanding as of September 30, 2018 2,268,756 $ 2.31 $ 13,168,713 9.0 Options vested and exercisable as of September 30, 2018 1,471,041 $ 0.43 $ 10,637,435 8.9
Non-Employees
Stock-Based Compensation
Schedule of Valuation Assumptions	(Unaudited) For the Nine Months Ended September 30, 2018 Exercise price per share $ - $ Expected stock price volatility % - % Risk-free rate of interest % - % Fair value of grants per share $ - $ Expected Term (years) -
Schedule of Stock Option Activity	Weighted Average Number Weighted Average Total Remaining of Exercise Intrinsic Contractual Shares Price per Share Value Life (in years) Outstanding as of January 1, 2018 496,515 $ 0.41 $ 3,922,238 9.6 Non-employee options granted 68,256 $ 11.00 $ — 10.0 Non-employee options forfeited (6,162) $ 0.41 $ — — Outstanding as of March 31, 2018 558,609 $ 1.70 $ 4,820,170 9.5 Non-employee options reclassified to Employee (154,178) $ 2.45 $ — — Outstanding as of June 30, 2018 404,431 $ 1.42 $ 3,216,507 9.2 Non-employee options granted 37,209 $ 9.20 $ — 9.9 Non-employee options forfeited (6,162) $ 0.41 $ — — Options reclassified from Employee 62,094 $ 0.41 $ 450,182 8.9 Outstanding as of September 30, 2018 497,572 $ 1.89 $ 3,058,485 9.0 Options vested and exercisable as of September 30, 2018 136,622 $ 0.50 $ 977,546 8.9

Leases (Tables)

Leases (Tables)	9 Months Ended
	Sep. 30, 2018
Leases
Schedule of future minimum lease payments	Lease Year Amount $ 187 192 215 220 225 Thereafter 468 $ 1,507

Organization and Principal Ac_2

Organization and Principal Activities (Details)	9 Months Ended
	Sep. 30, 2018item
Organization and Principal Activities
Number of advanced program	2
Number of emerging programs	2

Initial Public Offering (Detail

Initial Public Offering (Details) $ / shares in Units, $ in Thousands	Mar. 12, 2018USD ($)$ / sharesshares	Mar. 31, 2018USD ($)	Feb. 28, 2018USD ($)$ / sharesshares	Jan. 31, 2018USD ($)$ / sharesshares	Oct. 31, 2017USD ($)$ / sharesshares	Sep. 30, 2017USD ($)$ / sharesshares	Sep. 30, 2018USD ($)$ / sharesshares	Sep. 30, 2017USD ($)$ / shares	Dec. 31, 2017USD ($)$ / sharesshares
Number of shares issued | shares			283,452	283,452	271,839	155,709
Purchase price (in dollar per share) | $ / shares			$ 6.88	$ 6.88	$ 4.82	$ 4.82		$ 4.82
Proceeds from issuance of common stock, net			$ 1,950	$ 1,950	$ 1,311	$ 751	$ 56,512	$ 751
Underwriting discounts and commissions		$ 4,200
Deferred offering costs									$ 461
Common stock, shares authorized (in shares) | shares	50,000,000						50,000,000		50,000,000
Common shares, par value (in dollars per share) | $ / shares	$ 0.001						$ 0.001		$ 0.001
Preferred stock, shares authorized (in shares) | shares	10,000,000						10,000,000		10,000,000
Preferred stock, par value (in dollars per share) | $ / shares	$ 0.001						$ 0.001		$ 0.001
IPO
Number of shares issued | shares	5,454,545
Purchase price (in dollar per share) | $ / shares	$ 11
Gross proceeds from issuance of common stock	$ 60,000
Proceeds from issuance of common stock, net	54,102
Underwriting discounts and commissions	4,200
Deferred offering costs	$ 1,698
Stock split	237

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	Dec. 22, 2017	Mar. 31, 2018	Sep. 30, 2018	Sep. 30, 2018	Dec. 31, 2017
Summary of Significant Accounting Policies
Deferred offering costs					$ 461
Commissions paid		$ 4,200
Other offering expenses		$ 1,237
Anti-dilutive securities (in shares)			2,682,545	2,525,811
Federal income tax rate (as a percent)	35.00%			21.00%
Computers and related equipment and furniture
Summary of Significant Accounting Policies
Useful life				5 years

Transactions with BioXcel (Deta

Transactions with BioXcel (Details) $ in Thousands	Apr. 05, 2018USD ($)	Nov. 07, 2017USD ($)shares	Jun. 30, 2017USD ($)	Sep. 30, 2018USD ($)shares	Dec. 31, 2017USD ($)shares
Transactions with BioXcel
Common shares, issued | shares				15,645,545	9,907,548
Note payable to Parent					$ 371
Collaborative services agreement
Transactions with BioXcel
Term of agreement			5 years
Development milestones
Transactions with BioXcel
Potential milestone payments			$ 10,000
Sales milestones
Transactions with BioXcel
Potential milestone payments			$ 30,000
Maximum milestone (as as percent)			3
BioXcel Corporation [Member]
Transactions with BioXcel
Common shares, issued | shares		9,480,000
Maximum borrowing capacity		$ 1,000
Note payable to Parent					$ 371
BioXcel Corporation [Member] | Payment due within 60 days after specified cumulative net sales
Transactions with BioXcel
Lump sum payment to parent		$ 5,000		$ 5,000
Period specified for payment		60 days		60 days
Cumulative net sales		$ 50,000		$ 50,000
BioXcel Corporation [Member] | Payments after closing IPO
Transactions with BioXcel
Lump sum payment to parent				2,000
BioXcel Corporation [Member] | Payment within thirty days after IPO
Transactions with BioXcel
Lump sum payment to parent		1,000
Payment to (received from) related party	$ 1,000
BioXcel Corporation [Member] | Payable upon milestones
Transactions with BioXcel
Lump sum payment to parent				1,000
BioXcel Corporation [Member] | Payable upon later 12 months IPO and first dosing for BXCL501
Transactions with BioXcel
Lump sum payment to parent		$ 500		$ 500
Period specified for payment		12 months		12 months
BioXcel Corporation [Member] | Payable upon later of 12 months of IPO and specified milestones
Transactions with BioXcel
Lump sum payment to parent		$ 500		$ 500
Period specified for payment		12 months		12 months

Equipment (Details)

Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Equipment
Equipment, Gross	$ 187	$ 5
Accumulated depreciation	(10)	(1)
Equipment, net	177	4
Computers and related equipment
Equipment
Equipment, Gross	169	$ 5
Furniture
Equipment
Equipment, Gross	4
Leasehold improvements
Equipment
Equipment, Gross	$ 14

Commitments and Contingencies (

Commitments and Contingencies (Details) - BioXcel Corporation [Member] - USD ($) $ in Thousands	Apr. 05, 2018	Nov. 07, 2017	Sep. 30, 2018
Payment due within 60 days after specified cumulative net sales
Commitments and Contingencies
Lump sum payment to parent		$ 5,000	$ 5,000
Period specified for payment		60 days	60 days
Cumulative net sales		$ 50,000	$ 50,000
Payments after closing IPO
Commitments and Contingencies
Lump sum payment to parent			2,000
Payment within thirty days after IPO
Commitments and Contingencies
Lump sum payment to parent		1,000
Payment to (received from) related party	$ 1,000
Payable upon milestones
Commitments and Contingencies
Lump sum payment to parent			1,000
Payable upon later 12 months IPO and first dosing for BXCL501
Commitments and Contingencies
Lump sum payment to parent		$ 500	$ 500
Period specified for payment		12 months	12 months
Payable upon later of 12 months of IPO and specified milestones
Commitments and Contingencies
Lump sum payment to parent		$ 500	$ 500
Period specified for payment		12 months	12 months

Accrued Expenses (Details)

Accrued Expenses (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Accrued Expenses
Accrued salaries, benefits and travel related costs	$ 476	$ 79
Professional and consultant fees	113	120
Legal expenses	85	413
Drugs and clinical trial expenses	156	403
Accrued expenses	$ 830	$ 1,015

Stockholders' Equity (Deficit)

Stockholders' Equity (Deficit) - Authorized (Details) - $ / shares	Sep. 30, 2018	Mar. 12, 2018	Dec. 31, 2017
Stockholders’ Equity (Deficit)
Preferred shares, authorized	10,000,000	10,000,000	10,000,000
Preferred shares, par value (dollar per share)	$ 0.001	$ 0.001	$ 0.001
Preferred shares, issued	0		0
Preferred shares, outstanding	0		0
Common shares, authorized	50,000,000	50,000,000	50,000,000
Common shares, par value (in dollars per share)	$ 0.001	$ 0.001	$ 0.001
Common stock outstanding	15,645,545		9,907,548

Stockholders' Equity (Deficit_2

Stockholders' Equity (Deficit) - Common Stock (Details) $ / shares in Units, $ in Thousands	Mar. 12, 2018USD ($)$ / sharesshares	Mar. 31, 2018USD ($)	Feb. 28, 2018USD ($)$ / sharesshares	Jan. 31, 2018USD ($)$ / sharesshares	Oct. 31, 2017USD ($)$ / sharesshares	Sep. 30, 2017USD ($)$ / sharesshares	Sep. 30, 2018USD ($)item	Sep. 30, 2017USD ($)$ / shares	Dec. 31, 2017USD ($)
Number of vote per common stock | item							1
Number of shares issued | shares			283,452	283,452	271,839	155,709
Purchase price (in dollar per share) | $ / shares			$ 6.88	$ 6.88	$ 4.82	$ 4.82		$ 4.82
Proceeds from issuance of common stock, net			$ 1,950	$ 1,950	$ 1,311	$ 751	$ 56,512	$ 751
Underwriting discounts and commissions		$ 4,200
Deferred offering costs									$ 461
IPO
Number of shares issued | shares	5,454,545
Purchase price (in dollar per share) | $ / shares	$ 11
Gross proceeds from issuance of common stock	$ 60,000
Proceeds from issuance of common stock, net	54,102
Underwriting discounts and commissions	4,200
Deferred offering costs	$ 1,698

Stock-Based Compensation - Fair

Stock-Based Compensation - Fair value assumptions (Details) - $ / shares	9 Months Ended
	Sep. 30, 2018	Feb. 28, 2018	Jan. 31, 2018	Oct. 31, 2017	Sep. 30, 2017
Stock-Based Compensation
Authorized shares	3,462,570
Fair value of grants per share		$ 6.88	$ 6.88	$ 4.82	$ 4.82
Options
Stock-Based Compensation
Terms of award	ten
Vesting period	4 years
Expected dividend yield (as a percent)	0.00%
Options | Employees
Stock-Based Compensation
Expected stock price volatility, minimum (as a percent)	77.12%
Expected stock price volatility, maximum (as a percent)	81.49%
Risk-free rate of interest, minimum (as a percent)	2.68%
Risk-free rate of interest, maximum (as a percent)	2.95%
Options | Employees | Minimum
Stock-Based Compensation
Exercise price per share (in dollars per share)	$ 0.41
Fair value of grants per share	$ 5.11
Expected Term (years)	4 years 8 months 12 days
Options | Employees | Maximum
Stock-Based Compensation
Exercise price per share (in dollars per share)	$ 11
Fair value of grants per share	$ 10.82
Expected Term (years)	7 years
Options | Non-Employees
Stock-Based Compensation
Expected stock price volatility, minimum (as a percent)	79.03%
Expected stock price volatility, maximum (as a percent)	79.22%
Risk-free rate of interest, minimum (as a percent)	3.04%
Risk-free rate of interest, maximum (as a percent)	3.05%
Options | Non-Employees | Minimum
Stock-Based Compensation
Exercise price per share (in dollars per share)	$ 0.41
Fair value of grants per share	$ 5.87
Expected Term (years)	8 years 10 months 24 days
Options | Non-Employees | Maximum
Stock-Based Compensation
Exercise price per share (in dollars per share)	$ 11
Fair value of grants per share	$ 7.44
Expected Term (years)	9 years 10 months 24 days

Stock-Based Compensation - Stoc

Stock-Based Compensation - Stock Option Activity (Details) - Options - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended			9 Months Ended	12 Months Ended
	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 30, 2018	Dec. 31, 2017
Number of Shares
Options granted (in shares)				468,613
Employees
Number of Shares
Outstanding, beginning balance (in shares)	2,210,850	1,956,672	1,813,524	1,813,524
Options granted (in shares)	120,000	100,000	143,148
Options reclassification from non-employee to employee (in shares)	(62,094)	154,178
Outstanding, ending balance (in shares)	2,268,756	2,210,850	1,956,672	2,268,756	1,813,524
Options vested and exercisable (in shares)	1,471,041			1,471,041
Weighted Average Exercise Price per Share
Outstanding, beginning balance (in dollars per shares)	$ 1.87	$ 1.41	$ 0.65	$ 0.65
Options granted (in dollars per share)	9.52	10.06	11
Options reclassification from non-employee to employee (in dollars per shares)	0.41	2.45
Outstanding, end balance (in dollars per shares)	2.31	$ 1.87	$ 1.41	2.31	$ 0.65
Options vested and exercisable (in dollars per shares)	$ 0.43			$ 0.43
Total Intrinsic Value
Outstanding, beginning balance	$ 16,619,436	$ 17,395,705	$ 13,894,762	$ 13,894,762
Options granted		16,100
Options reclassification from non-employee to employee		1,093,696
Outstanding, end balance	13,168,713	$ 16,619,436	$ 17,395,705	13,168,713	$ 13,894,762
Options vested and exercisable	$ 10,637,435			$ 10,637,435
Weighted Average Remaining Contractual Life
Outstanding	9 years	9 years 2 months 12 days	9 years 4 months 24 days		9 years 8 months 12 days
Options granted	9 years 10 months 24 days	9 years 10 months 24 days	10 years
Options reclassification from non-employee to employee		9 years 3 months 18 days
Options vested and exercisable	8 years 10 months 24 days
Non-Employees
Number of Shares
Outstanding, beginning balance (in shares)	404,431	558,609	496,515	496,515
Options granted (in shares)	37,209		68,256
Options reclassification from non-employee to employee (in shares)	62,094
Options forfeited (in shares)	(6,162)	(154,178)	(6,162)
Outstanding, ending balance (in shares)	497,572	404,431	558,609	497,572	496,515
Options vested and exercisable (in shares)	136,622			136,622
Weighted Average Exercise Price per Share
Outstanding, beginning balance (in dollars per shares)	$ 1.42	$ 1.70	$ 0.41	$ 0.41
Options granted (in dollars per share)	9.20		11
Options reclassification from non-employee to employee (in dollars per shares)	0.41
Options forfeited (in dollars per shares)	0.41	2.45	0.41
Outstanding, end balance (in dollars per shares)	1.89	$ 1.42	$ 1.70	1.89	$ 0.41
Options vested and exercisable (in dollars per shares)	$ 0.50			$ 0.50
Total Intrinsic Value
Outstanding, beginning balance	$ 3,216,507	$ 4,820,170	$ 3,922,238	$ 3,922,238
Options reclassification from non-employee to employee	450,182
Outstanding, end balance	3,058,485	$ 3,216,507	$ 4,820,170	3,058,485	$ 3,922,238
Options vested and exercisable	$ 977,546			$ 977,546
Weighted Average Remaining Contractual Life
Outstanding	9 years	9 years 2 months 12 days	9 years 6 months		9 years 7 months 6 days
Options granted	9 years 10 months 24 days			10 years
Options reclassification from non-employee to employee	8 years 10 months 24 days
Options vested and exercisable	8 years 10 months 24 days

Stock-Based Compensation - Opti

Stock-Based Compensation - Option Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Stock-Based Compensation
Share-based compensation costs recognized	$ 889	$ 316	$ 2,949	$ 516
Options
Stock-Based Compensation
Options exercised (in shares)			0
Available for grant (in shares)	696,242		696,242
Share-based compensation costs recognized	$ 917	$ 230	$ 2,778	$ 230
Options | Employees
Stock-Based Compensation
Weighted-average grant-date fair value			4,081
Remaining unamortized expense	3,249		$ 3,249
Remaining unamortized expense period			1 year 10 months 24 days
Options | Non-Employees
Stock-Based Compensation
Weighted-average grant-date fair value			$ 1,311
Remaining unamortized expense	$ 1,636		$ 1,636
Remaining unamortized expense period			1 year 6 months

Stock-Based Compensation - BioX

Stock-Based Compensation - BioXcel Charges (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Stock-Based Compensation
Share-based compensation costs recognized	$ 889	$ 316	$ 2,949	$ 516
Options
Stock-Based Compensation
Share-based compensation costs recognized	917	230	2,778	230
Options | BioXcel Corporation [Member]
Stock-Based Compensation
Share-based compensation costs recognized	$ (27)	$ 86	$ 172	$ 286

Income Taxes - Reconciliation (

Income Taxes - Reconciliation (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Income Taxes
Income tax liabilities	$ 0	$ 0

Leases (Details)

Leases (Details) $ in Thousands	Aug. 20, 2018USD ($)ft²item	Sep. 30, 2018USD ($)	Jun. 21, 2018ft²
Future minimum lease payments under non-cancelable operating lease
1		$ 187
2		192
3		215
4		220
5		225
Thereafter		468
Total		$ 1,507
5th Floor Lease
Leases
Area of lease | ft²			5,300
12th Floor Lease
Leases
Area of lease | ft²	11,040
Expected leasehold obligations	$ 600
Future minimum lease payments under non-cancelable operating lease
Number of renewal options | item	1
Term	5 years
Lease renewed at percentage of market rates	95.00%