Mind Medicine (MNMD) 10-K 28 Mar 22 2021 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Feb. 28, 2022	Jun. 30, 2021
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2021
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	FY
Document Annual Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Entity Registrant Name	Mind Medicine (MindMed) Inc.
Entity Central Index Key	0001813814
Trading Symbol	MNMD
Current Fiscal Year End Date	--12-31
Title of 12(b) Security	Subordinate Voting Shares, no par value per share
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Public Float			$ 1,215.7
Entity File Number	001-40360
Entity Incorporation, State or Country Code	A1
Entity Tax Identification Number	98-1582538
Entity Address, Address Line One	1055 West Hastings Street
Entity Address, Address Line Two	Suite 1700
Entity Address, City or Town	Vancouver
Entity Address, State or Province	BC
Entity Address, Postal Zip Code	V6E 2E9
City Area Code	650
Local Phone Number	208-2454
Entity Common Stock, Shares Outstanding		421,884,836
ICFR Auditor Attestation Flag	false
Documents Incorporated by Reference	DOCUMENTS INCORPORATED BY REFERENCE The following materials are incorporated by reference into this Form 10-K: Part III of this report incorporates information by reference from the Company's definitive proxy statement, which proxy statement is due to be filed with the Securities and Exchange Commission not later than 120 days after December 31, 2021.
Auditor Firm ID	1263
Auditor Name	Ernst & Young LLP
Auditor Location	Toronto, Canada

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Current assets:
Cash	$ 133,539,000	$ 80,094,000
Prepaid and other current assets	3,676,000	1,425,000
Total current assets	137,215,000	81,519,000
Goodwill	19,918,000	0
Intangible assets, net	6,869,000
Total assets	164,002,000	81,519,000
Current liabilities:
Accounts payable	4,178,000	2,022,000
Accrued expenses	6,230,000	986,000
Total current liabilities	10,408,000	3,008,000
Contribution payable	1,930,000	2,643,000
Total liabilities	12,338,000	5,651,000
Commitments and contingencies (Note 11)
Shareholders' Equity:
Additional paid-in capital	288,290,000	120,220,000
Accumulated other comprehensive income	1,046,000	284,000
Accumulated Deficit	(137,672,000)	(44,636,000)
Total shareholders' equity	151,664,000	75,868,000
Total liabilities and shareholders' equity	164,002,000	81,519,000
Subordinate Voting
Shareholders' Equity:
Common stock
Multiple Voting
Shareholders' Equity:
Common stock

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Subordinate Voting
Common stock, par value	$ 0	$ 0
Common stock, shares authorized	Unlimited	Unlimited
Common stock, shares issued	421,444,157	306,135,160
Common stock, shares outstanding	421,444,157	306,135,160
Multiple Voting
Common stock, par value	$ 0	$ 0
Common stock, shares authorized	Unlimited	Unlimited
Common stock, shares issued	4,521	550,000
Common stock, shares outstanding	4,521	550,000

Consolidated Statements of Oper

Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	7 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2021	Dec. 31, 2020
Operating expenses:
Research and development	$ 7,549	$ 34,789	$ 18,631
General and administrative	3,178	59,065	14,399
Total operating expenses	10,727	93,854	33,030
Loss from operations	(10,727)	(93,854)	(33,030)
Other income (expense):
Interest expense, net	10	(359)	(164)
Foreign exchange (loss) gain, net	18	(86)	130
Other income		106
Loss on revaluation of derivative liability			(873)
Total other expense, net	28	(339)	(907)
Loss before income taxes	(10,699)	(94,193)	(33,937)
Income tax benefit		(1,157)
Net loss	(10,699)	(93,036)	(33,937)
Other comprehensive gain:
Gain on foreign currency translation		762	284
Comprehensive loss	$ (10,699)	$ (92,274)	$ (33,653)
Net loss per common share, basic and diluted	$ (0.10)	$ (0.23)	$ (0.13)
Weighted-average common shares, basic and diluted (Note 2)	102,763,621	410,656,231	266,220,592

Consolidated Statements of Shar

Consolidated Statements of Shareholders' Equity - USD ($)	Total	Subordinate Voting	Multiple Voting	Additional Paid-In Capital	Accumulated OCI	Accumulated Deficit
Balance at May. 29, 2019	$ 0
Balance, Shares at May. 29, 2019	0
Issuance of Subordinate Voting Shares and Warrants, net of share issuance costs	$ 9,902,000			$ 9,902,000
Issuance of Subordinate Voting Shares and Warrants, net of share issuance costs, Shares		110,765,568
Issuance of Subordinate Voting Shares for vested director compensation	73,000			73,000
Issuance of Subordinate Voting Shares for vested director compensation, Shares		725,025
Issuance of Multiple Voting Shares in Asset acquisition, value	5,500,000			5,500,000
Issuance of Multiple Voting Shares in Asset acquisition, Shares			550,000
Net loss and Comprehensive loss	(10,699,000)					$ (10,699,000)
Balance at Dec. 31, 2019	4,776,000			15,475,000		(10,699,000)
Balance, Shares at Dec. 31, 2019		111,490,593	550,000
Shares and warrants deemed issued related to the reverse takeover transaction, net of issuance costs	1,144,000			1,144,000
Shares and warrants deemed issued related to the reverse takeover transaction, net of issuance costs, Shares		6,232,525
Excess of consideration transferred over net assets acquired in reverse takeover transaction	(1,777,000)			(1,777,000)
Issuance of Subordinate Voting Shares and Warrants, net of share issuance costs	71,185,000			71,185,000
Issuance of Subordinate Voting Shares and Warrants, net of share issuance costs, Shares		148,938,508
Issuance of Subordinate Voting Shares for vested director compensation	249,000			249,000
Issuance of Subordinate Voting Shares for vested director compensation, Shares		2,489,740
Share-based settlement payment, Value	5,570,000			5,570,000
Share-based settlement payment, shares		3,000,000
Exercise of warrants	24,461,000			24,461,000
Exercise of warrants, Shares		31,420,721
Exercise of stock options	648,000			648,000
Exercise of stock options, Shares		2,563,073
Stock-based compensation expense	1,587,000			1,587,000
Reclassification of warrants from liability to equity	1,678,000			1,678,000
Net loss and Comprehensive loss	(33,653,000)				$ 284,000	(33,937,000)
Balance at Dec. 31, 2020	75,868,000			120,220,000	284,000	(44,636,000)
Balance, Shares at Dec. 31, 2020		306,135,160	550,000
Issuance of Subordinate Voting Shares and Warrants, net of share issuance costs	81,924,000			81,924,000
Issuance of Subordinate Voting Shares and Warrants, net of share issuance costs, Shares		26,930,000
Exchange of shares, shares		62,697,640	(626,976)
Issuance of Subordinate Voting Shares for vested director compensation	190,000			190,000
Issuance of Subordinate Voting Shares for vested director compensation, Shares		1,785,235
Issuance of Multiple Voting Shares in Asset acquisition, value	27,159,000			27,159,000
Issuance of Multiple Voting Shares in Asset acquisition, Shares			81,497
Share-based settlement payment, Value	4,869,000			4,869,000
Share-based settlement payment, shares		1,500,000
Exercise of warrants	11,178,000			11,178,000
Exercise of warrants, Shares		8,127,570
Exercise of stock options	$ 5,722,000			5,722,000
Exercise of stock options, Shares	12,055,898	12,055,898
Vesting of restricted stock units		2,212,654
Stock-based compensation expense	$ 37,028,000			37,028,000
Net loss and Comprehensive loss	(92,274,000)				762,000	(93,036,000)
Balance at Dec. 31, 2021	$ 151,664,000			$ 288,290,000	$ 1,046,000	$ (137,672,000)
Balance, Shares at Dec. 31, 2021		421,444,157	4,521

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	7 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities
Net loss	$ (10,699)	$ (93,036)	$ (33,937)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation	73	42,716	7,406
Write-off of acquired IPR&D	5,500
Amortization of intangible assets	0	2,616	0
Loss on revaluation of derivative liability			873
Changes in operating assets and liabilities:
Prepaid and other current assets	(34)	(2,163)	(1,368)
Accounts payable	1,217	1,282	544
Accrued expenses	744	4,631	(242)
Deferred tax liability		(1,157)
Contribution payable		(713)	2,643
Net cash used in operating activities	(3,199)	(45,824)	(23,597)
Cash flows from investing activities
Acquisition, net of cash acquired		(297)
Net cash used in financing activities		(297)
Cash flows from financing activities
Proceeds from issuance of share capital, net of issuance costs	9,902	81,924	71,990
Share issuance costs associated with reverse takeover			(395)
Proceeds from exercise of warrants		11,178	24,461
Proceeds from exercise of options		5,722	648
Net cash provided by financing activities	9,902	98,824	96,704
Effect of exchange rate changes on cash		742	284
Net increase in cash	6,703	53,445	73,391
Cash, beginning of year		80,094	6,703
Cash, end of year	$ 6,703	$ 133,539	80,094
Supplemental disclosures of non-cash financing activities:
Reclassification of warrants from liability to equity			$ 1,678

Nature of Operations

Nature of Operations	12 Months Ended
	Dec. 31, 2021
Nature Of Operations [Abstract]
Description of the Business	1. DESCRIPTION OF THE BUSINESS Mind Medicine (MindMed) Inc. (formerly Broadway Gold Mining Ltd.) (the “Company” or “MindMed”) is incorporated under the laws of the Province of British Columbia. Its wholly owned subsidiaries, Mind Medicine, Inc. (“MindMed US”), HealthMode, Inc., MindMed Pty Ltd., and MindMed GmbH are incorporated in Delaware, Delaware, Australia and Switzerland respectively. Prior to February 27, 2020, the Company’s operations were conducted through MindMed US. MindMed US was incorporated on May 30, 2019. On February 27, 2020, MindMed US completed a reverse takeover transaction with Broadway Gold Mining Ltd. (“Broadway”) by way of a plan of arrangement which resulted in Broadway becoming the legal parent company of MindMed US. MindMed US is deemed to be the accounting acquirer in the reverse takeover transaction. The reverse takeover transaction was accounted for as a reverse recapitalization and Broadway was treated as the “acquired” company for accounting purposes. The reverse takeover transaction was accounted as the equivalent of MindMed issuing stock for the net assets of Broadway, accompanied by a recapitalization. Accordingly, all historical financial information for all periods prior to the reverse takeover transaction are the consolidated financial statements of MindMed US, “as if” MindMed US is the predecessor to the Company. As a result, the consolidated balance sheets are presented as a continuance of MindMed US and the comparative figures presented are those of MindMed US. See Note 3 for details. MindMed is a clinical stage biopharmaceutical company developing novel products to treat brain health disorders, with a particular focus on psychiatry, addiction, pain and neurology. Our mission is to be the global leader in the development and delivery of treatments that unlock new opportunities to improve patient outcomes. We are developing a pipeline of innovative drug candidates, with and without acute perceptual effects, targeting the serotonin, dopamine and acetylcholine systems. This specifically includes pharmaceutically optimized drug products derived from the psychedelic and empathogen drug classes including LSD, R(-)-MDMA and zolunicant, or 18-MC, a congener of ibogaine. COVID-19 The outbreak of the novel strain of coronavirus, specifically identified as “COVID-19”, has resulted in governments worldwide enacting emergency measures to combat the spread of the virus. These measures, which include the implementation of travel bans, self-imposed quarantine periods and social distancing, have caused material disruption to businesses globally resulting in an economic slowdown. Global equity markets have experienced significant volatility and weakness. Depending on the length and severity of the pandemic, COVID-19 could impact the Company's operations, could cause delays relating to approval from the FDA and equivalent organizations in other countries, could postpone research activities, could impair the Company's ability to raise funds depending on COVID-19’s effect on capital markets, and could affect logistics and the Company’s ability to move materials in a timely manner to clinical trial sites or production of GMP materials (which availability of GMP materials may also impact clinical trial timelines). To the knowledge of the Company’s management as of the date hereof, COVID-19 does not present, at this time, any specific known impacts to the Company in relation to the Company's business objectives or milestones related thereto. The Company relies on third parties to conduct and monitor the Company’s pre-clinical studies and clinical trials. However, to the knowledge of Company’s management, the ability of these third parties to conduct and monitor pre-clinical studies and clinical trials has not been and is not anticipated to be impacted by COVID-19. The Company is not currently aware of any changes in laws, regulations or guidelines, including tax and accounting requirements, arising from COVID-19 which would be reasonably anticipated to materially affect the Company’s business. Emerging Growth Company Status The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act"). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use the extended transition period for complying with new or revised accounting standards, and as a result of this election, the consolidated financial statements may not be comparable to companies that comply with public company FASB standards’ effective dates. The Company may take advantage of these exemptions up until the last day of the fiscal year following the fifth anniversary of an offering or such earlier time that it is no longer an EGC.

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Basis of Presentation and Summary of Significant Accounting Policies	2. BASIS OF pRESENTATION AND Summary of Significant Accounting Policies Basis of Presentation MindMed was incorporated on May 30, 2019 . As a result, the consolidated financial statements are presented from the date of incorporation to December 31, 2021. The accompanying consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and as amended by Accounting Standards Updates of the Financial Accounting Standards Board (“FASB”). Intercompany balances and transactions, and any unrealized income and expenses arising from intercompany transactions, are eliminated in preparing the consolidated financial statements. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. Foreign Currency The Company’s reporting currency is U.S. dollars. In 2019, the Company only operated MindMed US, a single US-based entity, which had a functional currency of the U.S. dollar. After the reverse takeover transaction in February 2020, the Company determined that the functional currency of the Company, to be the U.S. dollar. During the fourth quarter of 2020, the Company determined that the there was a significant change in circumstances relating to the primary economic environment of the Company, which required a change in the entity’s functional currency from the U.S. dollar to the Canadian dollar (“CAD”). This change in functional currency for the Company, was applied prospectively. The local currency of the Company’s foreign affiliates is generally their functional currency. Accordingly, the assets and liabilities of the foreign affiliates and the parent entity, are translated from their respective functional currency to U.S. dollars using fiscal year-end exchange rates, income and expense accounts are translated at the average rates in effect during the fiscal year and equity accounts are translated at historical rates. Transactions denominated in currencies other than the functional currency are remeasured to the functional currency at the exchange rate on the transaction date. Monetary assets and liabilities denominated in currencies other than the functional currency are remeasured at period-end using the period-end exchange rate. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates, judgements and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, the intangible assets, functional currency, and, share-based awards and warrants. Actual results could differ from those estimates, and such differences could be material to the consolidated balance sheets and statements of operations and comprehensive loss. Segments Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker in deciding how to allocate resources and assess performance. The Company and the Company’s chief operating decision maker, the Company’s Chief Executive Officer, views the Company’s operations and manages its business as a single operating segment, which is the research and development of the Company’s neuro-pharmaceutical drug development platform. All long-lived assets are located in the United States. The Company does not currently generate any revenue. Concentration of Credit Risk Financial instruments that potentially subject the Company to a significant concentration of credit risk consist of cash. Cash is deposited in checking accounts at high-quality financial institutions, which at times, may exceed federally insured limits. Management believes that these financial institution are financially sound, and, accordingly, minimal credit risk exists with respect to these financial institutions. As of December 31, 2021, the Company has not experienced any losses on its cash. Business Combinations The Company evaluates acquisitions to determine whether it is a business combination or an asset acquisition. The Company accounts for business combinations under the acquisition method of accounting. The Company includes the results of operations of acquired businesses in its consolidated financial statements as of the respective dates of acquisition. The purchase price is allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date, with the excess recorded to goodwill. The determination of fair value requires considerable judgment and is sensitive to changes in the underlying assumptions. The Company’s estimates are preliminary and subject to adjustment, which may result in material changes to the final valuation. During the measurement period, which will not exceed one year from closing, the Company may continue to obtain information to assist in finalizing the acquisition date fair values. Any qualifying changes to the preliminary estimates will be recorded as adjustments to the respective assets and liabilities, with any residual amounts allocated to goodwill. Acquisition costs are expensed as incurred, unless they qualify to be treated as debt issue costs, or as cost of issuing equity securities. Asset acquisitions are accounted for using a cost accumulation model, with the cost of the acquisition allocated to the acquired assets based on their relative fair values. Goodwill is not recognized in an asset acquisition. Goodwill Goodwill represents the excess of the purchase price over the estimated fair value of net tangible and identifiable intangible assets acquired in business combinations. The recognition of goodwill, represents the strategic and synergistic benefits the Company expects to realize from acquisitions. Goodwill is not amortized to earnings, rather, assessed for impairment annually during the fourth quarter for its single reporting unit. The Company also performs an assessment at other times if events or changes in circumstances indicate the carrying value of the assets may not be recoverable. In conducting the annual impairment test, the Company first reviews qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. If factors indicate that the fair value of the reporting unit is less than its carrying amount, a quantitative assessment is performed and the fair value of the reporting unit is determined by analyzing the total fair value of equity compared to the carrying value of the reporting unit. If the carrying value of the reporting unit continues to exceed its fair value, the implied fair value of the reporting unit’s goodwill is calculated and an impairment loss equal to the excess is recorded. The Company’s analysis did no t indicate impairment of goodwill during the year ended December 31, 2021. The Company had no goodwill recorded as of December 31, 2020. Intangible Assets The Company’s finite-lived intangible assets consist of acquired developed technology and are amortized on a straight-line basis, which is aligned to the economic benefit of the asset, over their estimated useful life of three years . no impairment of intangible assets recorded during the year ended December 31, 2021. Warrants Compensation Warrants Freestanding warrants for the purchase of Subordinate Voting Shares issued in conjunction with the Company’s US offering and various financing transactions as a form of compensation are classified as equity and recorded at fair value at the time of issuance. The Company accounted for these as transactions as issuance costs related to the underlying equity transactions. Financing Warrants Freestanding warrants for the purchase of Subordinate Voting Shares issued in conjunction with the Company’s US offering and various financing transactions for the purchase of Subordinate Voting Shares are classified as equity and recorded at fair value at the time of issuance. Freestanding warrants issued by the Company and denominated in a currency different from the functional currency of the Company (i.e. a foreign currency) met the definition of a derivative financial liability and were fair valued at each balance sheet date using the market value of the warrants traded on the NEO Exchange Inc. (“NEO Exchange”), with changes in the fair value recognized in the consolidated statements of operations and comprehensive loss. As a result of the change in functional currency of the Company from the US dollar to the Canadian dollar, the warrants are no longer considered denominated in a foreign currency. The Company’s accounting policy is not to re-evaluate the classification of debt and equity instruments in situations where the terms of the instrument have not changed, but when the surrounding circumstances have changed. Accordingly, the warrant liability was transferred to equity instruments effective October 1, 2020. The warrants were transferred into equity at their fair value as of October 1, 2020, and as an equity instrument, the warrants will not be revalued on an ongoing basis. Fair Value Measurements Certain assets and liabilities of the Company are carried at fair value under U.S. GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1 – Quoted prices in active markets for identical assets or liabilities. • Level 2 – Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. • Level 3 – Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Cash, other current assets, accounts payable and accrued expenses are all short-term in nature and, as such, their carrying values approximate fair values. Research and Development Research and development expenses include all direct and indirect operating expenses supporting the products and processes in development, including payroll and benefits, including stock-based compensation, for research and development employees, consulting expenses, licensing fees, manufacturing costs to produce clinical trial materials, clinical research costs, and data and study acquisition costs. The Company recognizes the benefit of refundable research and development tax credits as a reduction of research and development costs when received or there is reasonable assurance that the amount claimed will be recovered. The costs incurred in establishing and maintaining patents are expensed as incurred. Substantial portions of the Company’s pre-clinical trials are performed by third-party laboratories, medical centers, contract research organizations (“CROs”) and other vendors. These vendors generally bill monthly for services performed, or bill based upon milestone achievement. For preclinical studies, the Company accrues expenses based upon estimated percentage of work completed and the remaining contract milestones. At times, the Company is obligated to make upfront payments upon execution of research and development agreements. Upfront payments, including nonrefundable amounts, for goods or services that will be used or rendered for future research and development activities are capitalized as prepaid expenses until such goods are delivered or the related services are performed. The Company estimates the period over which such services will be performed based on the terms of the agreements as well as the level of effort to be expended in each period. Sometimes the actual timing of performance or the level of effort varies from the estimate, and if that does occur, the Company will adjust the amounts recorded accordingly. Intellectual property acquired separately for a particular research and development project and that have no alternative future uses (in other research and development projects or otherwise) are expensed in research and development costs at the time the costs are incurred. General and Administrative General and administrative expense primarily consists of payroll, including stock-based compensation, for executive management and administrative employees, including finance and accounting, legal, human resources and other offices supporting administrative functions, consulting and professional services fees, insurance expenses, and allocated expenses. Income Taxes The Company accounts for income taxes under 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 included in the consolidated financial statements. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the consolidated financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the consolidated statements of operations in the period that includes the enactment date. The Company recognizes net deferred tax assets to the extent that the Company believes these assets are more likely than not to be realized. In making such a determination, management considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If management determines that the Company would be able to realize its deferred tax assets in the future in excess of their net recorded amount, management would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company records uncertain tax positions on the basis of a two-step process whereby (i) management determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (ii) for those tax positions that meet the more-likely-than-not recognition threshold, management recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company recognizes interest and penalties related to unrecognized tax benefits within income tax expense. Any accrued interest and penalties are included within the related tax liability. To date, there have been no interest charges or penalties related to unrecognized tax benefits. As a result of incurring scientific research and development expenditures, management anticipates that there will be non-refundable tax credits receivable following the completion of normal audit processes by tax authorities. Investment tax credits are recorded at the earlier of when received or when there is reasonable assurance that the amounts claimed will be recovered. Upon recognition, amounts will be recorded as a reduction of research and development expenditures. Net Loss Per Share Basic net loss per common share is computed by dividing net loss by the weighted-average number of common shares outstanding during each period. Diluted net loss per share of common shares includes the effect, if any, from the potential exercise or conversion of securities such as share options and warrants, which would result in the issuance of incremental shares of common shares. For diluted net loss per share, the weighted-average number of common shares is the same for basic net loss per share due to the fact that when a net loss exists, dilutive securities are not included in the calculation as the impact is anti-dilutive. For all periods presented, basic and diluted net loss per share are the same, as any additional share equivalents would be anti-dilutive. In calculating the weighted average number of shares, the Multiple Voting Shares are included assuming the shareholders executed their conversion rights. The Company has not adjusted its weighted average number of Subordinate Voting shares outstanding in the calculation of diluted loss per share, as the effect of warrants and options is anti-dilutive. The following table sets forth the computation of basic and diluted net loss per share attributable to common shareholders: For the Year For the Year For the Period Numerator: Net loss attributable to common shareholders $ ( 93,036 ) $ ( 33,937 ) $ ( 10,699 ) Denominator: Weighted-average shares used in computing net loss per share attributable 410,656,231 266,220,592 102,763,621 Net loss per share attributable to common shareholders, basic and diluted $ ( 0.23 ) $ ( 0.13 ) $ ( 0.10 ) The following potentially dilutive securities have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Years Ended December 31, 2021 2020 Options issued and outstanding under stock option plan 23,093,044 22,595,552 Unvested RSUs 9,667,217 — Vested and unissued RSUs 792,783 — Unvested director compensation — 1,785,235 Compensation Warrants 1,888,350 1,090,200 Financing Warrants 20,651,580 14,087,675 Total 56,092,974 39,558,662 Stock-based compensation Stock-based compensation expense represents the cost of the grant date fair value of employee, officer, director and non-employee stock option grants or restricted stock unit ("RSU"), estimated in accordance with the applicable accounting guidance, recognized on a straight-line basis over the vesting period. The vesting period generally approximates the expected service period of the awards. The Company recognizes forfeitures as they occur. The fair value of stock options is estimated using a Black-Scholes-Merton valuation model on the date of grant. The Black-Scholes-Merton option-pricing model requires inputs based on certain highly subjective assumptions. Changes to these assumptions can materially affect the fair value of stock options and ultimately the amount of stock-based compensation expense recognized in the Company's consolidated financial statements. These assumptions include: Fair Value of Subordinate Voting Shares — The fair value of the Company's Subordinate Voting Shares is determined based upon the closing price of the Company's stock one day prior to grant. Risk-free interest rate —The risk-free rate assumption is based on the U.S. Treasury instruments with maturities similar to the expected term of our stock options. Expected volatility —Due to our limited operating history and a lack of company-specific historical and implied volatility data, we have based our estimate of expected volatility on the historical volatility of a group of similar companies that are publicly traded. The historical volatility data was computed using the daily closing prices for the selected companies’ shares during the equivalent period of the calculated expected term of the stock-based awards. The Company will continue to apply this process until a sufficient amount of historical information regarding the volatility of our own stock price becomes available. Expected term —The expected term represents the period that the stock-based awards are expected to be outstanding. The Company have opted to use the “simplified method” for estimating the expected term of options, whereby the expected term equals the arithmetic average of the vesting term and the original contractual term of the option, which is generally 5 years . Dividend Yield —The Company has never paid dividends on its Subordinate Voting Shares and has no plans to pay dividends on its Subordinate Voting Shares. Therefore, the Company has used an expected dividend yield of zero. When the terms and conditions are modified before an award vests, any increase in the fair value of the shares, measured immediately before and after the modification, is also charged to the consolidated statements of operations and comprehensive loss. The Company also grants-cash settled Directors' Deferred Share Units ("DDSU") to non-executive directors for compensation. The fair market value of one DDSU is equal to the volume weighted average trading price of a Subordinate Voting Share on the NEO Exchange for the five business days immediately preceding the valuation date. The Company revalues DDSU's on a quarterly basis. The Company recognizes expense on the revaluation of DDSU awards as they vest and records the expense to stock-based compensation expense under general and administrative expense in the consolidated statement of operations and comprehensive loss with a corresponding adjustment to related a DDSU liability recorded to accrued expenses in the consolidated balance sheets. Recent Adopted Accounting From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial position, results of operations, or cash flows upon adoption. In February 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) , which requires lessees to recognize the following for all leases (with the exception of short-term leases) at the commencement date: a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. In July 2018, the FASB issued ASU 2018-11 to amend certain aspects of Topic 842. These amendments provide entities with an additional (and optional) transition method to adopt Topic 842. Under this transition method, an entity initially applies the transition requirements in Topic 842 at that Topic’s effective date with the effects of initially applying Topic 842 recognized as a cumulative effect adjustment to the opening balance of retained earnings (or other components of equity or net assets, as appropriate) in the period of adoption. On April 8, 2020, the FASB changed the effective date of this standard applicable to the Company as an emerging growth company to January 1, 2022. The Company does not expect the impact of this standard on its financial position, results of operations, and cash flows to be material. In June 2016, FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326) . The amendments in ASU 2016-13 affect entities holding financial assets and net investment in leases that are not accounted for at fair value through net income. The amendments affect loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The amendments in ASU 2016-13 require a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. On April 8, 2020, the FASB has changed the effective date of this standard applicable to the Company as an emerging growth company to January 1, 2023. The Company does not expect the impact of this standard on its financial position, results of operations, and cash flows to be material. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. ASU 2019-12 removes certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. ASU 2019-12 also amends other aspects of the guidance to help simplify and promote consistent application of GAAP. The guidance is effective for the Company for its fiscal year beginning after December 15, 2021, to the extent the Company remains an emerging growth company, and early adoption is permitted. The Company adopted this standard effective January 1, 2021 , the adoption had no impact on the consolidated financial statements.

Acquisitions

Acquisitions	12 Months Ended
	Dec. 31, 2021
Business Combination And Asset Acquisition [Abstract]
Acquisitions	3. ACQUISITIONS HealthMode Acquisition On February 26, 2021 the Company acquired 100 % of the issued and outstanding shares of HealthMode Inc. (“HealthMode”), a developer of technologies using Artificial Intelligence (AI)-enabled digital measurement to increase the precision and speed of clinical research and patient monitoring. The Company plans to utilize these technologies in its clinical trials to enhance the quality of the data that is collected during the Company’s clinical trials. The consideration paid for the acquisition of HealthMode was $ 27.6 million, and consisted of $ 0.5 million cash, 81,497 Multiple Voting Shares (equivalent to 8,149,700 Subordinate Voting Shares), valued at approximately $ 27.0 million based upon the closing price of the Company's Subordinate Voting Shares on the acquisition date, and $ 0.1 million in stock options ( 33,619 stock options), which are convertible into Subordinate Voting Shares of the Company. The Company incurred acquisition costs of $ 0.3 million in connection with the acquisition, primarily related to legal, accounting, and other professional services, which were recorded to general and administrative expense in the accompanying consolidated statements of operations and comprehensive loss. The Company recognized this transaction as a business combination. The Company recognized approximately $ 9.5 million of identifiable finite-lived intangible assets and $ 19.9 million of goodwill related to the acquisition of HealthMode. The identifiable finite-lived intangible assets are expected to be amortized over their useful lives which are estimated to be three years . The following table sets forth the allocation of the purchase price to the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed, with the excess recorded to goodwill (in thousands): Cash $ 178 Prepaid and other current assets 75 Property and equipment 15 Intangible assets (developed technology) 9,485 Goodwill 19,918 Total assets $ 29,671 Accounts payable and accrued expenses 880 Deferred tax liability 1,157 Total liabilities $ 2,037 Net assets acquired $ 27,634 Actual and pro forma results for this acquisition have not been presented as the financial impact to the Company’s consolidated statement of operations is not material. The goodwill is attributable to the value of the assembled workforce, and the related expertise and developed business function. Further, the acquisition is expected to allow the Company streamline its product development processes. None of the goodwill is expected to be deductible for tax purposes. Reverse Acquisition On February 27, 2020, the Company announced the completion of its reverse acquisition (the “Transaction”) which was accounted for as a reverse recapitalization, pursuant to the terms of an arrangement agreement entered into on October 15, 2019 (the “Arrangement”) between Broadway, Madison Metals Inc., Broadway Delaware Subco Inc. (“Delaware Subco”) and MindMed US. The Transaction does not constitute a business combination as Broadway does not meet the definition of a business under ASC 805 – Business Combinations. Immediately after the Transaction, shareholders of MindMed US owned 97 % of the voting rights of Broadway. As a result, the Transaction has been accounted for as a capital transaction with MindMed US being identified as the accounting acquirer and the equity consideration being measured at fair value. Any excess value of the consideration transferred as compared to the net assets acquired was recorded as within additional paid-in capital on the Company's consolidated balance sheets. The consideration consisted entirely of shares of the MindMed US which were measured at the estimated fair value on the date of acquisition. The fair value of the Subordinate Voting Shares issued to the former Broadway shareholders was determined to be $ 1.5 million based on the acquisition date fair value of the shares issued. The Company incurred share issuance costs of $ 0.4 million in connection with the acquisition, which were recorded as a reduction to additional paid-in capital. The following table sets forth the allocation of the purchase price to the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed (in thousands, except per share amounts): Subordinate Voting Shares of the Company issued 6,232,525 Fair value of shares issued CAD$ 0.33 (USD $ 0.247 ) per share $ 1,539 Total purchase price 1,539 Identifiable assets and liabilities acquired: Assets Prepaid expenses and other current assets 23 Total assets 23 Liabilities Accounts payable and accrued expenses 261 Total liabilities ( 261 ) Net liabilities acquired 238 Excess of consideration transferred over net assets acquired $ 1,777 Savant Addiction Medicine Asset Acquisition In July 2019, MindMed US acquired the assets of the 18-methyloxycoronaridine (“18-MC”) program from Savant Addiction Medicine, LLC in exchange for the issuance by MindMed US of 55,000,000 Class A common shares ( 550,000 Multiple Voting Shares). The assets were valued based on the shares exchanged. The shares were valued using third party arm’s-length purchases of the MindMed US Class C common shares at the time of acquisition of 18-MC which were issued at $ 0.10 per share for a fair value of $ 5.5 million. The Company expensed the fair value of the shares issued in exchange for the assets acquired as the Company determined that the assets do not have any alternative future use.

Fair Value of Financial Instrum

Fair Value of Financial Instruments	12 Months Ended
	Dec. 31, 2021
Fair Value Disclosures [Abstract]
Fair Value of Financial Instruments	4. FAIR VALUE OF FINANCIAL INSTRUMENTS The following table presents information about the Company’s assets and liabilities measured at fair value on a recurring basis as of December 31, 2021 and the fair value hierarchy of the valuation techniques utilized. The Company classifies these assets and liabilities as either short- or long-term based on maturity and anticipated realization dates. The Company had no assets measured at fair value on a recurring basis as of December 31, 2021 and no assets or liabilities measured at fair value on a recurring basis as of December 31, 2020. December 31, 2021 Level 1 Level 2 Level 3 Total Financial liabilities: DDSU Liability $ 509 $ — $ — $ 509 There were no transfers into or out of Level 1, Level 2, or Level 3 during the years ended December 31, 2021 and 2020.

Accrued Expenses

Accrued Expenses	12 Months Ended
	Dec. 31, 2021
Payables And Accruals [Abstract]
Accrued Expenses	6. ACCRUED EXPENSES At December 31, 2021 and 2020, accrued expenses consisted of the following (in thousands): December 31, 2021 2020 Professional services $ 2,313 $ 169 Accrued compensation 2,295 — Accrued clinical and manufacturing costs 906 — Contribution payable 713 631 Other payables 3 186 Total accrued expenses $ 6,230 $ 986

Goodwill and Intangible Assets,

Goodwill and Intangible Assets, Net	12 Months Ended
	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets, Net	5. GOODWILL AND INTANGIBLE ASSETS, NET Goodwill During the year ended December 31, 2021, the Company recorded $ 19,918 t o goodwill, as a direct result of the HealthMode acquisition discussed in Note 3. There have been no impairment charges recognized related to the goodwill recorded to date. Intangible assets, net The following table summarizes the carrying value of the Company's intangible assets (in thousands): December 31, 2021 Useful Lives Gross Carrying Accumulated Net Carrying Developed Technology 3 $ 9,485 $ ( 2,616 ) $ 6,869 Total intangible assets, net $ 9,485 $ ( 2,616 ) $ 6,869 Developed technology has a remaining useful life of 2.2 years. Amortization expense included in research and d evelopment expense was $ 2,616 for the year ended December 31, 2021. There was no amortization expense recorded for the years ended December 31, 2020 and 2019, respectively. As of December 31, 2021, the expected future amortization expense for finite-lived intangible assets was as follows (in thousands): Year Ending December 31, Amount 2022 $ 3,127 2023 3,127 2024 615 'Total $ 6,869

Shareholders_ Equity

Shareholders’ Equity	12 Months Ended
	Dec. 31, 2021
Equity [Abstract]
Shareholders’ Equity	7. SHAREHOLDERS’ EQUITY Pursuant to the terms of the Arrangement, the Company’s equity structure reflects the equity structure of Broadway (the accounting acquiree), including the equity interests Broadway issued to effect the combination. Accordingly, the equity structure of MindMed US (the accounting acquirer) is restated using the exchange ratio established in the Agreement to reflect the number of shares of Broadway (the accounting acquiree) issued in the reverse takeover. On February 27, 2020, all outstanding Class B common shares (“Class B Shares”), Class C common shares (“Class C Shares”) and Class D common shares (“Class D Shares”) of MindMed US were exchanged for Class A common shares of MindMed US (“Class A Shares”), immediately following which all Class A Shares were exchanged, on a one-for-one basis (the “Exchange Ratio”), for Subordinate Voting Shares or Multiple Voting Shares (in the case of Multiple Voting Shares the exchange was on a one-for-one-hundred basis) of the Resulting Issuer (“Resulting Issuer Shares”) on a post-Consolidation basis. Such Class A Shares were then cancelled pursuant to the Arrangement, and MindMed US issued 1,000 common shares to the Company as consideration for issuing the Resulting Issuer Shares to the former MindMed US shareholders. Subordinate Voting Shares The Company is authorized to issue an unlimited number of Subordinate Voting Shares, which had no par value. As of December 31, 2021, the Company had issued and outstanding 421,444,157 shares of Subordinate Voting Shares. Voting Rights - The holders of Subordinate Voting Shares are entitled to one vote for each Subordinate Voting share held. All holders of Subordinate Voting Shares are entitled to receive notice of any meeting of shareholders of the Company, and to attend, vote and speak at such meetings, except those meetings at which only holders of a specific class of shares are entitled to vote separately as a class under the Business Corporations Act (British Columbia). A quorum for the transaction of business at any meeting of shareholders is two persons present at the meeting, each of whom is entitled to vote at the meeting, and who hold or represent by proxy in the aggregate not less than 5 % of the outstanding shares of the Company entitled to vote at the meeting. Multiple Voting Shares The Company is authorized to issue an unlimited number of Multiple Voting Shares, which had no par value. As of December 31, 2021, the Company had issued and outstanding 4,521 shares of Multiple Voting Shares. Voting Rights - The holders of Multiple Voting Shares are entitled to 100 votes for each Multiple Voting Share held . All holders of Multiple Voting Shares are entitled to receive notice of any meeting of shareholders of the Company, and to attend, vote and speak at such meetings, except those meetings at which only holders of a specific class of shares are entitled to vote separately as a class under the Business Corporations Act (British Columbia). A quorum for the transaction of business at any meeting of shareholders is two persons present at the meeting, each of whom is entitled to vote at the meeting, and who hold or represent by proxy in the aggregate not less than 5 % of the outstanding shares of the Company entitled to vote at the meeting. Conversion Rights - Issued and outstanding Multiple Voting Shares, including fractions thereof, may at any time, at the option of the holder, be converted into Subordinate Voting Shares at a ratio of 100 Subordinate Voting Shares per Multiple Voting Share. Further, the board of directors of the Company may determine in the future that it is no longer advisable to maintain the Multiple Voting Shares as a separate class of shares and may cause all of the issued and outstanding Multiple Voting Shares to be converted into Subordinate Voting Shares at a ratio of 100 Subordinate Voting Shares per Multiple Voting Share . Pursuant to the Company’s articles of incorporation, the Board of Directors of the Company may at any time determine that it is no longer in the best interests of the Company that the Multiple Voting Shares be maintained as a separate class of shares, and without any action of the holder, convert the Multiple Voting Shares into Subordinate Voting Shares at a ratio of 100 Subordinate Voting Shares per Multiple Voting Share. Subordinate Voting Shares and Multiple Voting Shares Issued 2019 Equity Transactions In July 2019, MindMed US issued 550,000 Multiple Voting Shares to Savant Addiction Medicine, LLC for the acquisition of its 18-MC program. The shares were valued using third party arm’s-length purchases of MindMed US’s Subordinate Voting Shares at the time of acquisition of 18-MC which were issued at $ 0.10 per share. In July 2019 and September 2019, MindMed US issued 91,993,671 Subordinate Voting Shares in various financings at prices between $ 0.0001 and $ 0.10 per share yielding gross proceeds of $ 5.7 million before deducting share issuance costs of $ 0.1 million. On December 19, 2019, MindMed US entered into an agency agreement with Canaccord Genuity Corp. (“Canaccord”) and completed the first tranche of a private placement by MindMed US (the “MindMed US Offering”), issuing a total of 18,771,897 Subordinate Voting Shares at a price of CAD$ 0.33 ($ 0.25 ) per share for gross proceeds of $ 4.7 million, before deducting cash share issuance costs of $ 0.4 million. On closing of the first tranche of the MindMed US Offering, MindMed issued Canaccord, as agent, 1,314,033 compensation warrants (Note 8). 2020 Equity Transactions On February 18, 2020, MindMed US completed the second tranche of the MindMed US Offering, issuing a total of 37,105,370 Subordinate Voting Shares at a price of CAD$ 0.33 ($ 0.25 ) per share for gross proceeds of $ 9.3 million. On closing of the second tranche of the MindMed US Offering, MindMed US issued Canaccord, as agent, 2,597,376 compensation warrants (Note 8). On February 18, 2020, MindMed US issued 100,000 Subordinate Voting Shares to a former executive of MindMed US. On February 26, 2020, MindMed US completed the third tranche of the MindMed US Offering, issuing a total of 41,227,788 Subordinate Voting Shares at a price of CAD$ 0.33 ($ 0.25 ) per share for gross proceeds of $ 10.3 million. On closing of the third tranche of the MindMed US Offering, MindMed US issued 2,885,945 compensation warrants to its agents (Note 8). Total cash share issuance costs for the second and third tranches of the MindMed US Offering of $ 0.8 million were deducted from the gross proceeds. Pursuant to the Arrangement, 244,923,751 Class A Shares were exchanged for Subordinate Voting Shares or Multiple Voting Shares, as applicable. Pursuant to the Arrangement, 1,000 common shares of MindMed US were issued to Broadway in consideration of the issuance of the Subordinate Voting Shares and Multiple Voting Shares to former MindMed US shareholders. As of February 26, 2020, Broadway had 49,860,200 common shares issued and outstanding; pursuant to the Arrangement, Broadway’s common shares were consolidated on an eight to one (8:1) basis and converted to 6,232,525 Subordinate Voting Shares. Pursuant to the Arrangement, Class A Shares were exchanged for either: (a) Subordinate Voting Shares ( 189,923,751 Class A Shares were exchanged for 189,923,751 Subordinate Voting Shares); or (b) Multiple Voting Shares ( 55,000,000 shares were exchanged for 550,000 Multiple Voting Shares). On May 26, 2020, the Company completed a bought deal financing resulting in the issuance of 24,953,850 units at a price per unit of CAD$ 0.53 ($ 0.38 ) for gross proceeds of $ 9.5 million. Each unit comprises one Subordinate Voting Share and one-half of one Subordinate Voting Share financing warrant ( 12,476,925 warrants) (each whole warrant, a "May Warrant"). Each May Warrant entitles the holder thereof to purchase one Subordinate Voting Share at an exercise price of CAD$ 0.79 ($ 0.57 ) until May 26, 2022 . Also in connection with this transaction, the Company issued 994,034 compensation warrants to its agent (Note 8). Total cash share issuance costs of $ 1.3 million were deducted from the gross proceeds. On October 30, 2020, the Company completed a bought deal financing resulting in the issuance of 27,381,500 units of the Company at a price per Unit of CAD$ 1.05 ($ 0.79 ) for gross proceeds of $ 21.6 million. Each Unit comprised one Subordinate Voting Share of the Company and one-half of one Subordinate Voting Share financing warrant ( 13,690,750 warrants) (each whole warrant a "October Warrant"). Each October Warrant entitles the holder thereof to purchase one Subordinate Voting Share at an exercise price of CAD$ 1.40 ($ 1.05 ) until October 30, 2023 . Also in connection with this transaction, the Company issued 1,642,890 compensation warrants to its agent (Note 8). Total cash share issuance costs of $ 1.6 million were deducted from the gross proceeds. On December 11, 2020, the Company completed a bought deal financing resulting in the issuance of 18,170,000 units of the Company (the "Units") at a price per Unit of CAD$ 1.90 ($ 1.49 ) for gross proceeds of $ 27.1 million. Each Unit comprised one Subordinate Voting Share of the Company and one-half of one Subordinate Voting Share financing warrant ( 9,085,000 warrants) (each whole warrant, a "December Warrant"). Each Warrant entitles the holder thereof to purchase one Subordinate Voting Share at an exercise price of CAD$ 2.45 ($ 1.92 ) until December 11, 2023 . Also in connection with this transaction, the Company issued 1,090,200 compensation warrants to its agent (Note 8). Total cash share issuance costs of $ 2.2 million were deducted from the gross proceeds. On December 11, 2020, the Company issued 3,000,000 Subordinate Voting Shares in settlement of a claim made by a former promoter of the Company. The shares were valued at CAD$ 2.42 ($ 1.86 ) which was the value on the date that the settlement was approved. 2021 Equity Transactions On January 7, 2021, the Company completed a bought deal financing resulting in the issuance of 20,930,000 units of the Company at a price per unit of CAD$ 4.40 ($ 3.47 ) for gross proceeds of $ 72.6 million. Each unit comprised one Subordinate Voting Share of the Company and one-half of one Subordinate Voting Share financing warrant ( 10,465,000 warrants) (each whole warrant, a “January Warrant”). Each January Warrant entitles the holder thereof to purchase one Subordinate Voting Share at an exercise price of CAD$ 5.75 ($ 4.53 ) until January 7, 2024 . Also, in connection with this transaction, the Company issued 1,255,800 compensation warrants to its underwriter (Note 8). Total cash share issuance costs of $ 4.9 million were deducted from the gross proceeds. On March 9, 2021, the Company completed a private placement bought deal financing resulting in the issuance of 6,000,000 units of the Company at a price per unit of CAD$ 3.25 ($ 2.57 ) for gross proceeds of $ 15.4 million. Each unit comprised one Subordinate Voting Share of the Company and one-half of one Subordinate Voting Share financing warrant ( 3,000,000 warrants) (each whole warrant, a “March Warrant”). Each March Warrant entitles the holder thereof to purchase one Subordinate Voting Share at an exercise price of CAD$ 4.40 ($ 3.48 ) until March 9, 2024 . Also, in connection with this transaction, the Company issued 360,000 compensation warrants to its underwriter (Note 8). Total cash share issuance costs of $ 1.1 million were deducted from the gross proceeds. During February and March 2021, the Company approved an officer of the Company to exchange 3,500,000 Subordinate Voting Shares for 35,000 Multiple Voting Shares. Between May and October holders of 661,976 Multiple Voting Shares exchanged their shares for 66,197,640 Subordinate Voting Shares. On July 8, 2021, the Company issued 1,500,000 Subordinate Voting Shares to a holding company of its former CEO as part of a settlement agreement. The shares were valued at CAD$ 4.11 ($ 3.25 ) which was the value on the date that the shares were issued. Common Shares Reserved for Issuance A summary of shares reserved for issuance as is summarized below: December 31, 2021 Options issued and outstanding under stock option plan 23,093,044 Unvested RSUs 9,667,217 Vested and unissued RSUs 792,783 Compensation Warrants 1,888,350 Financing Warrants 20,651,580 Shares available for grant under stock option plan 30,524,172 Total shares reserved for issuance 86,617,146

Warrants

Warrants	12 Months Ended
	Dec. 31, 2021
Warrants And Rights Note Disclosure [Abstract]
Warrants	8. WARRANTS MindMed US Offering Compensation Warrants MindMed US issued 1,314,033 compensation warrants in relation to the completion of the first tranche of the MindMed US Offering which closed on December 19, 2019 (Note 7). The warrants had an expiry date of February 27, 2021 . Each warrant entitled the holder to purchase one Subordinate Voting Share, at CAD$ 0.33 per share until the expiry date. MindMed US issued 5,483,321 compensation warrants in relation to the completion of the second and third tranches of the MindMed US Offering which took place in February 2020 (Note 7). The warrants have an expiry date of February 27, 2021 . Each warrant entitles the holder to purchase one Subordinate Voting Share at CAD$ 0.33 per share until the expiry date. Pursuant to the terms of the Arrangement, all warrants of MindMed US were exchanged for warrants of the Company. Bought Deal Compensation and Financing Warrants The Company issued 994,034 compensation warrants to the underwriter in connection with a bought deal financing (Note 7) which was completed on May 26, 2020. The warrants have an expiry date of May 26, 2022 . Each warrant entitles the holder to purchase one Subordinate Voting Share at CAD$ 0.53 per share until the expiry date. The Company issued 1,642,890 compensation warrants to the underwriter in connection with a bought deal financing (Note 7) which was completed on October 30, 2020. The warrants have an expiry date of October 30, 2023 . Each warrant entitles the holder to purchase one unit at CAD$ 1.05 per warrant until the expiry date. Each unit entitles the holder to one Subordinate Voting Share and one-half Subordinate Voting Share financing warrant. Each financing warrant entitles the holder to purchase one Subordinate Voting Share at CAD$ 1.40 until expiry on October 30, 2023 . In November and December 2020, 1,642,890 compensation warrants were exercised, and 821,443 financing warrants were subsequently issued. The Company issued 1,090,200 compensation warrants to the underwriter in connection with a bought deal financing (Note 7) which was completed on December 11, 2020. The warrants have an expiry date of December 11, 2023 . Each warrant entitles the holder to purchase one unit at CAD$ 1.90 per warrant until the expiry date. Each unit entitles the holder to one Subordinate Voting Share and one-half Subordinate Voting Share financing warrant. Each financing warrant entitles the holder to purchase one Subordinate Voting Share at CAD$ 2.45 until expiry on December 11, 2023 . In February and March 2021, 817,650 compensation warrants were exercised, and 408,825 financing warrants were subsequently issued. The Company issued 1,255,800 compensation warrants to the underwriter in connection with a bought deal financing (Note 7) which was completed on January 7, 2021. The warrants have an expiry date of January 7, 2024 . Each warrant entitles the holder to purchase one unit at CAD$ 4.40 per warrant until the expiry date. Each unit entitles the holder to one Subordinate Voting Share and one-half Subordinate Voting Share financing warrant. Each financing warrant entitles the holder to purchase one Subordinate Voting Share at CAD$ 5.75 until expiry on January 7, 2024 . The Company issued 360,000 compensation warrants to the underwriter in connection with a bought deal financing (Note 7) which was completed on March 9, 2021. The warrants have an expiry date of March 9, 2024 . Each warrant entitles the holder to purchase one unit at CAD$ 3.25 per warrant until the expiry date. Each unit entitles the holder to one Subordinate Voting Share and one-half Subordinate Voting Share financing warrant. Each financing warrant entitles the holder to purchase one Subordinate Voting Share at CAD$ 4.40 until expiry on March 9, 2024 . Compensation Warrants Financing Weighted Balance – May 30, 2019 (inception) — — — Issued 1,314,033 — 0.33 Balance - December 31, 2019 1,314,033 — 0.33 Issued 9,210,445 35,252,675 1.29 Issued on exercise of compensation warrants — 821,443 1.40 Exercised ( 9,434,278 ) ( 21,986,443 ) 1.02 Balance – December 31, 2020 1,090,200 14,087,675 1.78 Issued 1,615,800 13,465,000 5.41 Issued on exercise of compensation warrants — 408,825 2.45 Exercised ( 817,650 ) ( 7,309,920 ) 1.74 Balance – December 31, 2021 1,888,350 20,651,580 4.24 The weighted average market fair value of shares purchased through warrant exercises during the years ended December 31, 2021 and 2020 was CAD$ 4.55 and CAD$ 2.22 , respectively.

Stock-based Compensation

Stock-based Compensation	12 Months Ended
	Dec. 31, 2021
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Stock-based Compensation	9. STOCK-BASED COMPENSATION Stock Incentive Plan 2020 Plan On February 27, 2020, the Company adopted the MindMed Stock Option Plan (the “Plan”) to advance the interests of the Company by providing employees, contractors and directors of the Company a performance incentive for continued and improved service with the Company. The Plan sets out the framework for determining eligibility as well as the terms of any stock-based compensation granted. The plan was approved by the shareholders as part of the Arrangement and is authorized to issue 15 % of the Company's outstanding Subordinate Voting Shares under the terms of the plan. The fair value of options issued has been estimated using the Black-Scholes option pricing model with the following assumptions: Year Ended Year Ended Share price $ 2.73 CAD -$ 4.21 CAD $ 0.30 CAD -$ 0.57 CAD Expected volatility 91.8 % - 101.3 % 91.8 % - 95.4 % Risk-free rate 0.3 % - 0.8 % 0.2 % - 1.1 % Expected life 2.7 - 3.6 years 2.7 - 3.5 years Expected dividend yield 0 % 0 % The following table summarizes the Company’s stock option activity: Number of Options Weighted Average Exercise Price (CAD$) Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Options outstanding – December 31, 2020 22,595,552 $ 0.38 4.3 $ 79,566,373 Issued 20,193,458 2.74 Exercised ( 12,055,898 ) 0.55 43,412,675 Forfeited ( 4,340,607 ) 1.60 Expired ( 3,299,461 ) 2.23 Options outstanding – December 31, 2021 23,093,044 $ 1.86 3.8 $ 13,610,348 Options vested and exercisable at December 31, 2021 4,104,014 $ 1.07 3.5 $ 5,101,689 The weighted average grant date fair value of options granted during in the year ended December 31, 2021 was CAD$ 1.92 . The aggregated fair value of options vested during the year ended December 31, 2021 was $ 24.2 million. Restricted Share Units The Company has adopted a Performance and Restricted Share Unit (“RSU”) Plan to advance the interests of the Company by providing employees, contractors and directors of the Company a performance incentive for continued and improved service with the Company. The plan sets out the framework for determining eligibility as well as the terms of any stock-based compensation granted. The plan was approved by the shareholders as part of the Arrangement. The fair value has been estimated based on the closing price of the stock on the day prior to the grant. Number of RSUs Weighted Average Grant Date Fair Value Balance December 31, 2020 — $ — Granted 13,387,655 2.95 Vested and unissued ( 792,783 ) 2.80 Vested and issued ( 2,212,654 ) 2.79 Cancelled ( 715,001 ) 3.01 Balance December 31, 2021 9,667,217 $ 3.00 The fair market value of RSUs vested during the year ended December 31, 2021 was $ 9.3 million. Modification of Stock Options and RSUs During 2021 and 2020, the Company modified the option awards and RSUs of certain employees and non-employees to accelerate the vesting and continue the vesting of 7,062,201 1,986,147 RSUs during 2021 and 1,000,000 unvested options during 2020 that were improbable of vesting as of the modification date. Under this type of modification, the original grant date fair value is remeasured, and compensation cost is recognized based on the fair value of the modified award, as measured on the modification date. For the years ended December 31, 2021 and 2020, the Company recognized $ 21.9 million and $ 0.3 million of incremental compensation cost resulting from the modification in general and administrative expense in the consolidated statements of operations and comprehensive loss. Directors' Deferred Share Unit Plan 2021 Plan On April 16, 2021 the Company adopted the MindMed Director's Deferred Share Unit Plan ("DDSU Plan"). The DDSU Plan sets out a framework to grant non-executive directors DDSU's which are cash settled awards. The plan states that the fair market value of one DDSU shall be equal to the volume weighted average trading price of a Subordinate Voting Share on the NEO Exchange for the five business days immediately preceding the valuation date. The DDSU's generally vest ratably over twelve months after grant and are settled within 90 days of the date the director ceases service to the Company. Number of DSUs Balance December 31, 2020 — Issued 714,427 Settled ( 49,836 ) Cancelled ( 208,331 ) Balance December 31, 2021 456,260 For the year ended December 31, 2021 stock-based compensation expense of $ 0.6 million was recognized relating to the revaluation of the vested DDSUs, recorded in general and administrative expense in the accompanying consolidated statements of operations and comprehensive loss. There were 346,133 DDSUs vested as of December 31, 2021. The liability associated with the outstanding vested DDSU's was $ 0.5 million as of December 31, 2021 and was recorded to accrued expenses in the accompanying consolidated balance sheets. Director Share Compensation On September 16, 2019, MindMed US entered into an agreement with a director of the MindMed US pursuant to which the director agreed to: (i) join the board of directors of MindMed US, (ii) obtain a loan (the “Loan”) of $ 0.5 million for the sole purpose of acquiring 5,000,000 Class D Shares, and (iii) purchase 5,000,000 Class D Shares for $ 0.5 million. The Loan is secured by the Class D shares, which is the sole security and recourse against the director. One-quarter of the Loan ($ 0.1 ) shall be automatically deemed to be repaid and satisfied on each six-month anniversary of the date of the Loan (the “Repayment Date”) so long as the director remains a member of the board of directors of MindMed US. If the director ceases to be a member of the board of directors of MindMed US and all affiliates of MindMed US, other than as a result of his disqualification under applicable corporate law or his resignation, the Loan shall be automatically deemed to be repaid and satisfied in full and the director shall be fully and finally released from his obligations under the Loan. The principal remaining from time to time unpaid and outstanding shall bear interest, before and after an event of default at 2 % per annum calculated monthly, not in advance. Accrued and unpaid interest shall be payable on each Repayment Date. The director has the right and privilege of prepaying the whole or any portion of the principal amount of the Loan at any time or times prior to maturity or if an event of default has occurred, whichever comes first, without notice, bonus or penalty. All such prepayments shall be applied first in satisfaction of any accrued but unpaid interest and thereafter to the outstanding principal amount of the Loan. The Loan has been accounted for as an option plan since MindMed does not have full recourse to the outstanding loan balance. In the event the director ceases to be a member of the board of directors of MindMed US and all affiliates of MindMed US, the Class D Shares (which have since been exchanged for Subordinate Voting Shares) would be tendered back to the Company without any payment being made. As a result, the Company has not recognized a loan receivable or the corresponding Class D Shares (or resulting Subordinate Voting Shares) as outstanding. The Company has estimated a grant- date fair value, which is recorded as share-based compensation expense over a two-year vesting period with a corresponding amount to additional paid-in capital. The fair value has been estimated using the Black- Scholes option pricing model with the following assumptions: (i) expected dividend yield of 0 %, (ii) expected volatility of 151 %, (iii) risk-free rate of 1.74 %, (iv) share price of $ 0.10 , (v) forfeiture rate of 0 %, and (vi) expected life of 24 months . The total grant-date fair value is $ 0.5 million. In connection with the Transaction, the directors of MindMed US were elected as directors of the Company. The Class D Shares issued pursuant to the Loan were converted to Subordinate Voting Shares. The Company recognized $ 0.2 million, $ 0.2 million, and $ 0.1 million in compensation expense for the years ended December 31, 2021. 2020, and 2019, respectively. Corresponding with the vesting of the shares in connection with the settlement of the loan the Company issued 1,785,235 , 2,489,740 , and 725,025 Subordinate Voting Shares to the director in the years ended December 31, 2021, 2020, and 2019, respectively. Stock-based Compensation Expense Stock-based compensation expense for all equity arrangements for the years ended December 31, 2021, 2020 and 2019 was as follows (in thousands): Year Ended December 31, 2021 2020 2019 Research and development $ 7,174 $ 548 $ — General and administrative 35,542 6,858 73 Total share-based compensation expense $ 42,716 $ 7,406 $ 73 As of December 31, 2021, there was approximately $ 17.0 million and of total unrecognized stock-based compensation expense, related to unvested options granted to employees under the Company’s stock option plan that is expected to be recognized over a weighted average period of 3.1 years. As of December 31, 2021, there was approximately $ 18.2 million and of total unrecognized stock-based compensation expense, related to RSUs granted to employees under the Company’s stock option plan that is expected to be recognized over a weighted average period of 3.2 years.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Income Taxes	10. INCOME TAXES The Components of the loss before income taxes were as follows (in thousands): Year Ended December 31, 2021 2020 2019 Domestic $ ( 44,573 ) $ ( 20,675 ) $ ( 10,699 ) Foreign ( 49,620 ) ( 13,262 ) — Total $ ( 94,193 ) $ ( 33,937 ) $ ( 10,699 ) For purposes of reconciling the Company’s provision for income taxes at the statutory rate and the Company’s provision (benefit) for income taxes at the effective tax rate, a notional of 21 % tax rate was applied as follows (in thousands): December 31, 2021 2020 2019 Income tax at federal statutory rate $ ( 19,781 ) $ ( 7,127 ) $ ( 2,247 ) State income tax expense, net of federal tax effect ( 16 ) — — Nondeductible permanent items 46 2,220 — Executive Compensation 3,808 — — Capitalized Research Expenses 4,316 — — Net operating losses ( 466 ) — — Foreign rate differential ( 12,617 ) 302 ( 37 ) Adjustment to deferred taxes ( 1,687 ) — — Nonqualified stock option and performance award windfall upon exercise 2,461 — — Change in Valuation Allowance 22,779 4,605 2,284 $ ( 1,157 ) $ — $ — The difference between the statutory federal income tax rate and the Company's effective tax rate in 2021 and 2020 is primarily attributable to the change in valuation allowance, foreign rate differential, executive compensation, and capitalized research expenses. The provision for (benefit from) income taxes is as follows (in thousands): December 31, 2021 2020 2019 Current: Federal $ — $ — $ — State 2 — — Foreign — — — Total current 2 — — Deferred: Federal ( 1,157 ) — — State ( 2 ) — — Foreign — — — Total deferred ( 1,159 ) — — Total $ ( 1,157 ) $ — $ — The following table provides the effect of temporary differences that created deferred income taxes as of December 31, 2021 and 2020. Deferred tax assets and liabilities represent the future effects on income taxes resulting from temporary differences and carryforwards at the end of the respective periods (in thousands): December 31, 2021 2020 Deferred tax assets: Reserves $ 47 $ — Stock Based Compensation 4,414 988 Net operating loss carryforward 31,932 7,107 Other Assets 574 961 Intangible Assets 898 3,712 Valuation allowance ( 35,808 ) ( 12,768 ) Net deferred income tax assets 2,057 — Deferred tax liabilities: Unrealized Gain/Loss ( 620 ) — Intangible Assets ( 1,427 ) — Property and equipment ( 10 ) — Other - — Total deferred tax liabilities ( 2,057 ) — Net deferred income tax liability $ — $ — As of December 31, 2021 and 2020, management assessed the realizability of deferred tax assets and evaluated the need for a valuation allowance for deferred tax assets on a jurisdictional basis. This evaluation utilizes the framework contained in ASC 740, Income Taxes, wherein management analyzes all positive and negative evidence available at the balance sheet date to determine whether all or some portion of the Company's deferred tax assets will not be realized. Under this guidance, a valuation allowance must be established for deferred tax assets when it is more-likely-than-not that the asset will not be realized. In assessing the realization of the Company's deferred tax assets, management considers all available evidence, both positive and negative. In concluding on the evaluation, management placed significant emphasis on guidance in ASC 740, which states that “a cumulative loss in recent years is a significant piece of negative evidence that is difficult to overcome.” Based upon available evidence, it was concluded on a more-likely-than-not basis that all deferred tax assets were not realizable as of December 31, 2021 and 2020. Accordingly, a valuation allowance of $ 35.8 million has been recorded to offset this deferred tax asset. The valuation allowance increased by $ 22.7 million for the year ended December 31, 2021. As of December 31, 2021, the Company has accumulated federal and state net operating loss ("NOL") carryforwards of $ 81.1 million and $ 13.4 million, respectively. The federal NOL carryforwards can be carried forward indefinitely, subject to 80 % taxable income limitation. Of the $ 13.4 million of state NOL carryforwards, $ 3.6 million can be carried forward indefinitely and $ 2.9 million expire beginning December 31, 2028 . As of December 31, 2021 the Company had combined foreign net operating loss carryforwards available to reduce future taxable income of approximately $ 52.5 million, of which $ 2.2 million carryforward indefinitely, $ 49.1 million begin to expire in 2040, and $ 1.2 million begin to expire in 2028. Utilization of the Company’s net operating loss and tax credit carryforwards may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code and similar state provisions. Such an annual limitation could result in the expiration or elimination of the net operating loss and tax credit carryforwards before utilization. Management believes that the limitation will not limit utilization of the carryforwards prior to their expiration. The Company is subject to taxation in the United States, various states, Canada, Australia and Switzerland. Deferred income taxes have not been provided for undistributed earnings of the Company’s consolidated foreign subsidiaries because of the Company’s intent to reinvest such earnings indefinitely in active foreign operations. As of December 31, 2021 and 2020 the Company did no t have a liability for unrecognized tax benefits. In December 2019, the FASB issued an ASU that simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in ASC 740 related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. This ASU is effective for annual periods and interim periods for those annual periods beginning after December 15, 2020, with early adoption permitted. The Company adopted this standard effective January 1, 2021, the adoption had no impact on the consolidated financial statements. The Tax Cuts and Jobs Act subjects a US shareholder to tax on GILTI earned by certain foreign subsidiaries. The FASB Staff Q&A, Topic 740 No. 5. Accounting for Global Intangible Low-Taxed Income, states that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future year or to provide for the tax expense related to GILTI in the year the tax is incurred as a period expense only. The Company has elected to account for GILTI in the year the tax is incurred.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2021
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	11. COMMITMENTS AND CONTINGENCIES As of December 31, 2021, the Company has obligations to make future payments, representing significant research and development contracts and other commitments that are known and committed in the amount of approximately $ 29.3 million. Most of these agreements are cancelable by the Company with notice. These commitments include agreements related to the conduct of the clinical trials, sponsored research, manufacturing and preclinical studies. The Company enters into research, development and license agreements in the ordinary course of business where the Company receives research services and rights to proprietary technologies. Milestone and royalty payments that may become due under various agreements are dependent on, among other factors, clinical trials, regulatory approvals and ultimately the successful development of a new drug, the outcome and timing of which are uncertain. The Company periodically enters into research and license agreements with third parties that include indemnification provisions customary in the industry. These guarantees generally require the Company to compensate the other party for certain damages and costs incurred as a result of claims arising from research and development activities undertaken by or on behalf of the Company. In some cases, the maximum potential amount of future payments that could be required under these indemnification provisions could be unlimited. These indemnification provisions generally survive termination of the underlying agreement. The nature of the indemnification obligations prevents the Company from making a reasonable estimate of the maximum potential amount it could be required to pay. Historically, the Company has not made any indemnification payments under such agreements and no amount has been accrued in the consolidated financial statements with respect to these indemnification obligations.

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2021
Related Party Transactions [Abstract]
Related Party Transactions	12. RELATED PARTY TRANSACTIONS The Company incurred legal fees of $ 0.8 million and $ 1.5 million to companies controlled by a director of the Company during the years ended December 31, 2021 and 2020, respectively. As of December 31, 2021 and 2020, the Company had accounts payable and accrued liabilities outstanding due to a company controlled by a director of a nominal amount and $ 0.1 million, respectively.

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation MindMed was incorporated on May 30, 2019 . As a result, the consolidated financial statements are presented from the date of incorporation to December 31, 2021. The accompanying consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and as amended by Accounting Standards Updates of the Financial Accounting Standards Board (“FASB”). Intercompany balances and transactions, and any unrealized income and expenses arising from intercompany transactions, are eliminated in preparing the consolidated financial statements. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment.
Foreign Currency	Foreign Currency The Company’s reporting currency is U.S. dollars. In 2019, the Company only operated MindMed US, a single US-based entity, which had a functional currency of the U.S. dollar. After the reverse takeover transaction in February 2020, the Company determined that the functional currency of the Company, to be the U.S. dollar. During the fourth quarter of 2020, the Company determined that the there was a significant change in circumstances relating to the primary economic environment of the Company, which required a change in the entity’s functional currency from the U.S. dollar to the Canadian dollar (“CAD”). This change in functional currency for the Company, was applied prospectively. The local currency of the Company’s foreign affiliates is generally their functional currency. Accordingly, the assets and liabilities of the foreign affiliates and the parent entity, are translated from their respective functional currency to U.S. dollars using fiscal year-end exchange rates, income and expense accounts are translated at the average rates in effect during the fiscal year and equity accounts are translated at historical rates. Transactions denominated in currencies other than the functional currency are remeasured to the functional currency at the exchange rate on the transaction date. Monetary assets and liabilities denominated in currencies other than the functional currency are remeasured at period-end using the period-end exchange rate.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates, judgements and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, the intangible assets, functional currency, and, share-based awards and warrants. Actual results could differ from those estimates, and such differences could be material to the consolidated balance sheets and statements of operations and comprehensive loss.
Segments	Segments Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker in deciding how to allocate resources and assess performance. The Company and the Company’s chief operating decision maker, the Company’s Chief Executive Officer, views the Company’s operations and manages its business as a single operating segment, which is the research and development of the Company’s neuro-pharmaceutical drug development platform. All long-lived assets are located in the United States. The Company does not currently generate any revenue.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to a significant concentration of credit risk consist of cash. Cash is deposited in checking accounts at high-quality financial institutions, which at times, may exceed federally insured limits. Management believes that these financial institution are financially sound, and, accordingly, minimal credit risk exists with respect to these financial institutions. As of December 31, 2021, the Company has not experienced any losses on its cash.
Business Combinations	Business Combinations The Company evaluates acquisitions to determine whether it is a business combination or an asset acquisition. The Company accounts for business combinations under the acquisition method of accounting. The Company includes the results of operations of acquired businesses in its consolidated financial statements as of the respective dates of acquisition. The purchase price is allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date, with the excess recorded to goodwill. The determination of fair value requires considerable judgment and is sensitive to changes in the underlying assumptions. The Company’s estimates are preliminary and subject to adjustment, which may result in material changes to the final valuation. During the measurement period, which will not exceed one year from closing, the Company may continue to obtain information to assist in finalizing the acquisition date fair values. Any qualifying changes to the preliminary estimates will be recorded as adjustments to the respective assets and liabilities, with any residual amounts allocated to goodwill. Acquisition costs are expensed as incurred, unless they qualify to be treated as debt issue costs, or as cost of issuing equity securities. Asset acquisitions are accounted for using a cost accumulation model, with the cost of the acquisition allocated to the acquired assets based on their relative fair values. Goodwill is not recognized in an asset acquisition.
Goodwill	Goodwill Goodwill represents the excess of the purchase price over the estimated fair value of net tangible and identifiable intangible assets acquired in business combinations. The recognition of goodwill, represents the strategic and synergistic benefits the Company expects to realize from acquisitions. Goodwill is not amortized to earnings, rather, assessed for impairment annually during the fourth quarter for its single reporting unit. The Company also performs an assessment at other times if events or changes in circumstances indicate the carrying value of the assets may not be recoverable. In conducting the annual impairment test, the Company first reviews qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. If factors indicate that the fair value of the reporting unit is less than its carrying amount, a quantitative assessment is performed and the fair value of the reporting unit is determined by analyzing the total fair value of equity compared to the carrying value of the reporting unit. If the carrying value of the reporting unit continues to exceed its fair value, the implied fair value of the reporting unit’s goodwill is calculated and an impairment loss equal to the excess is recorded. The Company’s analysis did no t indicate impairment of goodwill during the year ended December 31, 2021. The Company had no goodwill recorded as of December 31, 2020.
Intangible Assets	Intangible Assets The Company’s finite-lived intangible assets consist of acquired developed technology and are amortized on a straight-line basis, which is aligned to the economic benefit of the asset, over their estimated useful life of three years . no impairment of intangible assets recorded during the year ended December 31, 2021.
Warrants	Warrants Compensation Warrants Freestanding warrants for the purchase of Subordinate Voting Shares issued in conjunction with the Company’s US offering and various financing transactions as a form of compensation are classified as equity and recorded at fair value at the time of issuance. The Company accounted for these as transactions as issuance costs related to the underlying equity transactions. Financing Warrants Freestanding warrants for the purchase of Subordinate Voting Shares issued in conjunction with the Company’s US offering and various financing transactions for the purchase of Subordinate Voting Shares are classified as equity and recorded at fair value at the time of issuance. Freestanding warrants issued by the Company and denominated in a currency different from the functional currency of the Company (i.e. a foreign currency) met the definition of a derivative financial liability and were fair valued at each balance sheet date using the market value of the warrants traded on the NEO Exchange Inc. (“NEO Exchange”), with changes in the fair value recognized in the consolidated statements of operations and comprehensive loss. As a result of the change in functional currency of the Company from the US dollar to the Canadian dollar, the warrants are no longer considered denominated in a foreign currency. The Company’s accounting policy is not to re-evaluate the classification of debt and equity instruments in situations where the terms of the instrument have not changed, but when the surrounding circumstances have changed. Accordingly, the warrant liability was transferred to equity instruments effective October 1, 2020. The warrants were transferred into equity at their fair value as of October 1, 2020, and as an equity instrument, the warrants will not be revalued on an ongoing basis.
Fair Value Measurements	Fair Value Measurements Certain assets and liabilities of the Company are carried at fair value under U.S. GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1 – Quoted prices in active markets for identical assets or liabilities. • Level 2 – Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. • Level 3 – Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Cash, other current assets, accounts payable and accrued expenses are all short-term in nature and, as such, their carrying values approximate fair values.
Research and Development	Research and Development Research and development expenses include all direct and indirect operating expenses supporting the products and processes in development, including payroll and benefits, including stock-based compensation, for research and development employees, consulting expenses, licensing fees, manufacturing costs to produce clinical trial materials, clinical research costs, and data and study acquisition costs. The Company recognizes the benefit of refundable research and development tax credits as a reduction of research and development costs when received or there is reasonable assurance that the amount claimed will be recovered. The costs incurred in establishing and maintaining patents are expensed as incurred. Substantial portions of the Company’s pre-clinical trials are performed by third-party laboratories, medical centers, contract research organizations (“CROs”) and other vendors. These vendors generally bill monthly for services performed, or bill based upon milestone achievement. For preclinical studies, the Company accrues expenses based upon estimated percentage of work completed and the remaining contract milestones. At times, the Company is obligated to make upfront payments upon execution of research and development agreements. Upfront payments, including nonrefundable amounts, for goods or services that will be used or rendered for future research and development activities are capitalized as prepaid expenses until such goods are delivered or the related services are performed. The Company estimates the period over which such services will be performed based on the terms of the agreements as well as the level of effort to be expended in each period. Sometimes the actual timing of performance or the level of effort varies from the estimate, and if that does occur, the Company will adjust the amounts recorded accordingly. Intellectual property acquired separately for a particular research and development project and that have no alternative future uses (in other research and development projects or otherwise) are expensed in research and development costs at the time the costs are incurred.
General and Administrative	General and Administrative General and administrative expense primarily consists of payroll, including stock-based compensation, for executive management and administrative employees, including finance and accounting, legal, human resources and other offices supporting administrative functions, consulting and professional services fees, insurance expenses, and allocated expenses.
Income Taxes	Income Taxes The Company accounts for income taxes under 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 included in the consolidated financial statements. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the consolidated financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the consolidated statements of operations in the period that includes the enactment date. The Company recognizes net deferred tax assets to the extent that the Company believes these assets are more likely than not to be realized. In making such a determination, management considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If management determines that the Company would be able to realize its deferred tax assets in the future in excess of their net recorded amount, management would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company records uncertain tax positions on the basis of a two-step process whereby (i) management determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (ii) for those tax positions that meet the more-likely-than-not recognition threshold, management recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company recognizes interest and penalties related to unrecognized tax benefits within income tax expense. Any accrued interest and penalties are included within the related tax liability. To date, there have been no interest charges or penalties related to unrecognized tax benefits. As a result of incurring scientific research and development expenditures, management anticipates that there will be non-refundable tax credits receivable following the completion of normal audit processes by tax authorities. Investment tax credits are recorded at the earlier of when received or when there is reasonable assurance that the amounts claimed will be recovered. Upon recognition, amounts will be recorded as a reduction of research and development expenditures.
Net Loss Per Share	Net Loss Per Share Basic net loss per common share is computed by dividing net loss by the weighted-average number of common shares outstanding during each period. Diluted net loss per share of common shares includes the effect, if any, from the potential exercise or conversion of securities such as share options and warrants, which would result in the issuance of incremental shares of common shares. For diluted net loss per share, the weighted-average number of common shares is the same for basic net loss per share due to the fact that when a net loss exists, dilutive securities are not included in the calculation as the impact is anti-dilutive. For all periods presented, basic and diluted net loss per share are the same, as any additional share equivalents would be anti-dilutive. In calculating the weighted average number of shares, the Multiple Voting Shares are included assuming the shareholders executed their conversion rights. The Company has not adjusted its weighted average number of Subordinate Voting shares outstanding in the calculation of diluted loss per share, as the effect of warrants and options is anti-dilutive. The following table sets forth the computation of basic and diluted net loss per share attributable to common shareholders: For the Year For the Year For the Period Numerator: Net loss attributable to common shareholders $ ( 93,036 ) $ ( 33,937 ) $ ( 10,699 ) Denominator: Weighted-average shares used in computing net loss per share attributable 410,656,231 266,220,592 102,763,621 Net loss per share attributable to common shareholders, basic and diluted $ ( 0.23 ) $ ( 0.13 ) $ ( 0.10 ) The following potentially dilutive securities have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Years Ended December 31, 2021 2020 Options issued and outstanding under stock option plan 23,093,044 22,595,552 Unvested RSUs 9,667,217 — Vested and unissued RSUs 792,783 — Unvested director compensation — 1,785,235 Compensation Warrants 1,888,350 1,090,200 Financing Warrants 20,651,580 14,087,675 Total 56,092,974 39,558,662
Stock-based compensation	Stock-based compensation Stock-based compensation expense represents the cost of the grant date fair value of employee, officer, director and non-employee stock option grants or restricted stock unit ("RSU"), estimated in accordance with the applicable accounting guidance, recognized on a straight-line basis over the vesting period. The vesting period generally approximates the expected service period of the awards. The Company recognizes forfeitures as they occur. The fair value of stock options is estimated using a Black-Scholes-Merton valuation model on the date of grant. The Black-Scholes-Merton option-pricing model requires inputs based on certain highly subjective assumptions. Changes to these assumptions can materially affect the fair value of stock options and ultimately the amount of stock-based compensation expense recognized in the Company's consolidated financial statements. These assumptions include: Fair Value of Subordinate Voting Shares — The fair value of the Company's Subordinate Voting Shares is determined based upon the closing price of the Company's stock one day prior to grant. Risk-free interest rate —The risk-free rate assumption is based on the U.S. Treasury instruments with maturities similar to the expected term of our stock options. Expected volatility —Due to our limited operating history and a lack of company-specific historical and implied volatility data, we have based our estimate of expected volatility on the historical volatility of a group of similar companies that are publicly traded. The historical volatility data was computed using the daily closing prices for the selected companies’ shares during the equivalent period of the calculated expected term of the stock-based awards. The Company will continue to apply this process until a sufficient amount of historical information regarding the volatility of our own stock price becomes available. Expected term —The expected term represents the period that the stock-based awards are expected to be outstanding. The Company have opted to use the “simplified method” for estimating the expected term of options, whereby the expected term equals the arithmetic average of the vesting term and the original contractual term of the option, which is generally 5 years . Dividend Yield —The Company has never paid dividends on its Subordinate Voting Shares and has no plans to pay dividends on its Subordinate Voting Shares. Therefore, the Company has used an expected dividend yield of zero. When the terms and conditions are modified before an award vests, any increase in the fair value of the shares, measured immediately before and after the modification, is also charged to the consolidated statements of operations and comprehensive loss. The Company also grants-cash settled Directors' Deferred Share Units ("DDSU") to non-executive directors for compensation. The fair market value of one DDSU is equal to the volume weighted average trading price of a Subordinate Voting Share on the NEO Exchange for the five business days immediately preceding the valuation date. The Company revalues DDSU's on a quarterly basis. The Company recognizes expense on the revaluation of DDSU awards as they vest and records the expense to stock-based compensation expense under general and administrative expense in the consolidated statement of operations and comprehensive loss with a corresponding adjustment to related a DDSU liability recorded to accrued expenses in the consolidated balance sheets.
Recently Adopted Accounting	Recent Adopted Accounting From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial position, results of operations, or cash flows upon adoption. In February 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) , which requires lessees to recognize the following for all leases (with the exception of short-term leases) at the commencement date: a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. In July 2018, the FASB issued ASU 2018-11 to amend certain aspects of Topic 842. These amendments provide entities with an additional (and optional) transition method to adopt Topic 842. Under this transition method, an entity initially applies the transition requirements in Topic 842 at that Topic’s effective date with the effects of initially applying Topic 842 recognized as a cumulative effect adjustment to the opening balance of retained earnings (or other components of equity or net assets, as appropriate) in the period of adoption. On April 8, 2020, the FASB changed the effective date of this standard applicable to the Company as an emerging growth company to January 1, 2022. The Company does not expect the impact of this standard on its financial position, results of operations, and cash flows to be material. In June 2016, FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326) . The amendments in ASU 2016-13 affect entities holding financial assets and net investment in leases that are not accounted for at fair value through net income. The amendments affect loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The amendments in ASU 2016-13 require a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. On April 8, 2020, the FASB has changed the effective date of this standard applicable to the Company as an emerging growth company to January 1, 2023. The Company does not expect the impact of this standard on its financial position, results of operations, and cash flows to be material. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. ASU 2019-12 removes certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. ASU 2019-12 also amends other aspects of the guidance to help simplify and promote consistent application of GAAP. The guidance is effective for the Company for its fiscal year beginning after December 15, 2021, to the extent the Company remains an emerging growth company, and early adoption is permitted. The Company adopted this standard effective January 1, 2021 , the adoption had no impact on the consolidated financial statements.

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Schedule of Computation of Basic and Diluted Net Loss Per Share	The following table sets forth the computation of basic and diluted net loss per share attributable to common shareholders: For the Year For the Year For the Period Numerator: Net loss attributable to common shareholders $ ( 93,036 ) $ ( 33,937 ) $ ( 10,699 ) Denominator: Weighted-average shares used in computing net loss per share attributable 410,656,231 266,220,592 102,763,621 Net loss per share attributable to common shareholders, basic and diluted $ ( 0.23 ) $ ( 0.13 ) $ ( 0.10 )
Schedule of Potentially Dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share due to Anti-dilutive Effect	The following potentially dilutive securities have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Years Ended December 31, 2021 2020 Options issued and outstanding under stock option plan 23,093,044 22,595,552 Unvested RSUs 9,667,217 — Vested and unissued RSUs 792,783 — Unvested director compensation — 1,785,235 Compensation Warrants 1,888,350 1,090,200 Financing Warrants 20,651,580 14,087,675 Total 56,092,974 39,558,662

Acquisitions (Tables)

Acquisitions (Tables)	12 Months Ended
	Dec. 31, 2021
HealthMode Acquisition
Summary of Fair Value of Identifiable Tangible and Intangible Assets Acquired and Liabilities Assumed	The following table sets forth the allocation of the purchase price to the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed, with the excess recorded to goodwill (in thousands): Cash $ 178 Prepaid and other current assets 75 Property and equipment 15 Intangible assets (developed technology) 9,485 Goodwill 19,918 Total assets $ 29,671 Accounts payable and accrued expenses 880 Deferred tax liability 1,157 Total liabilities $ 2,037 Net assets acquired $ 27,634
Reverse Acquisition
Summary of Fair Value of Identifiable Tangible and Intangible Assets Acquired and Liabilities Assumed	The following table sets forth the allocation of the purchase price to the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed (in thousands, except per share amounts): Subordinate Voting Shares of the Company issued 6,232,525 Fair value of shares issued CAD$ 0.33 (USD $ 0.247 ) per share $ 1,539 Total purchase price 1,539 Identifiable assets and liabilities acquired: Assets Prepaid expenses and other current assets 23 Total assets 23 Liabilities Accounts payable and accrued expenses 261 Total liabilities ( 261 ) Net liabilities acquired 238 Excess of consideration transferred over net assets acquired $ 1,777

Fair Value of Financial Instr_2

Fair Value of Financial Instruments (Tables)	12 Months Ended
	Dec. 31, 2021
Fair Value Disclosures [Abstract]
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis	The following table presents information about the Company’s assets and liabilities measured at fair value on a recurring basis as of December 31, 2021 and the fair value hierarchy of the valuation techniques utilized. December 31, 2021 Level 1 Level 2 Level 3 Total Financial liabilities: DDSU Liability $ 509 $ — $ — $ 509

Accrued Expenses (Tables)

Accrued Expenses (Tables)	12 Months Ended
	Dec. 31, 2021
Payables And Accruals [Abstract]
Summary of Accrued Expenses	At December 31, 2021 and 2020, accrued expenses consisted of the following (in thousands): December 31, 2021 2020 Professional services $ 2,313 $ 169 Accrued compensation 2,295 — Accrued clinical and manufacturing costs 906 — Contribution payable 713 631 Other payables 3 186 Total accrued expenses $ 6,230 $ 986

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets, Net (Tables)	12 Months Ended
	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Summary of Carrying Value of Intangible Assets	The following table summarizes the carrying value of the Company's intangible assets (in thousands): December 31, 2021 Useful Lives Gross Carrying Accumulated Net Carrying Developed Technology 3 $ 9,485 $ ( 2,616 ) $ 6,869 Total intangible assets, net $ 9,485 $ ( 2,616 ) $ 6,869
Summary of Expected Future Amortization Expense for Finite-lived Intangible Assets	As of December 31, 2021, the expected future amortization expense for finite-lived intangible assets was as follows (in thousands): Year Ending December 31, Amount 2022 $ 3,127 2023 3,127 2024 615 'Total $ 6,869

Shareholders_ Equity (Tables)

Shareholders’ Equity (Tables)	12 Months Ended
	Dec. 31, 2021
Equity [Abstract]
Summary of Shares Reserved for Issuance	A summary of shares reserved for issuance as is summarized below: December 31, 2021 Options issued and outstanding under stock option plan 23,093,044 Unvested RSUs 9,667,217 Vested and unissued RSUs 792,783 Compensation Warrants 1,888,350 Financing Warrants 20,651,580 Shares available for grant under stock option plan 30,524,172 Total shares reserved for issuance 86,617,146

Warrants (Tables)

Warrants (Tables)	12 Months Ended
	Dec. 31, 2021
Warrants And Rights Note Disclosure [Abstract]
Schedule of Warrants and Weighted Average Exercise Price	Compensation Warrants Financing Weighted Balance – May 30, 2019 (inception) — — — Issued 1,314,033 — 0.33 Balance - December 31, 2019 1,314,033 — 0.33 Issued 9,210,445 35,252,675 1.29 Issued on exercise of compensation warrants — 821,443 1.40 Exercised ( 9,434,278 ) ( 21,986,443 ) 1.02 Balance – December 31, 2020 1,090,200 14,087,675 1.78 Issued 1,615,800 13,465,000 5.41 Issued on exercise of compensation warrants — 408,825 2.45 Exercised ( 817,650 ) ( 7,309,920 ) 1.74 Balance – December 31, 2021 1,888,350 20,651,580 4.24

Stock-based Compensation (Table

Stock-based Compensation (Tables)	12 Months Ended
	Dec. 31, 2021
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Schedule of Fair Value Assumptions of Options	The fair value of options issued has been estimated using the Black-Scholes option pricing model with the following assumptions: Year Ended Year Ended Share price $ 2.73 CAD -$ 4.21 CAD $ 0.30 CAD -$ 0.57 CAD Expected volatility 91.8 % - 101.3 % 91.8 % - 95.4 % Risk-free rate 0.3 % - 0.8 % 0.2 % - 1.1 % Expected life 2.7 - 3.6 years 2.7 - 3.5 years Expected dividend yield 0 % 0 %
Schedule of Stock Option Activity	The following table summarizes the Company’s stock option activity: Number of Options Weighted Average Exercise Price (CAD$) Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Options outstanding – December 31, 2020 22,595,552 $ 0.38 4.3 $ 79,566,373 Issued 20,193,458 2.74 Exercised ( 12,055,898 ) 0.55 43,412,675 Forfeited ( 4,340,607 ) 1.60 Expired ( 3,299,461 ) 2.23 Options outstanding – December 31, 2021 23,093,044 $ 1.86 3.8 $ 13,610,348 Options vested and exercisable at December 31, 2021 4,104,014 $ 1.07 3.5 $ 5,101,689
Schedule of Restricted Share Units	The Company has adopted a Performance and Restricted Share Unit (“RSU”) Plan to advance the interests of the Company by providing employees, contractors and directors of the Company a performance incentive for continued and improved service with the Company. The plan sets out the framework for determining eligibility as well as the terms of any stock-based compensation granted. The plan was approved by the shareholders as part of the Arrangement. The fair value has been estimated based on the closing price of the stock on the day prior to the grant. Number of RSUs Weighted Average Grant Date Fair Value Balance December 31, 2020 — $ — Granted 13,387,655 2.95 Vested and unissued ( 792,783 ) 2.80 Vested and issued ( 2,212,654 ) 2.79 Cancelled ( 715,001 ) 3.01 Balance December 31, 2021 9,667,217 $ 3.00
Schedule of Directors' Deferred Share Unit Plan	On April 16, 2021 the Company adopted the MindMed Director's Deferred Share Unit Plan ("DDSU Plan"). The DDSU Plan sets out a framework to grant non-executive directors DDSU's which are cash settled awards. The plan states that the fair market value of one DDSU shall be equal to the volume weighted average trading price of a Subordinate Voting Share on the NEO Exchange for the five business days immediately preceding the valuation date. The DDSU's generally vest ratably over twelve months after grant and are settled within 90 days of the date the director ceases service to the Company. Number of DSUs Balance December 31, 2020 — Issued 714,427 Settled ( 49,836 ) Cancelled ( 208,331 ) Balance December 31, 2021 456,260
Summary of Stock-based Compensation Expense	Stock-based compensation expense for all equity arrangements for the years ended December 31, 2021, 2020 and 2019 was as follows (in thousands): Year Ended December 31, 2021 2020 2019 Research and development $ 7,174 $ 548 $ — General and administrative 35,542 6,858 73 Total share-based compensation expense $ 42,716 $ 7,406 $ 73

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Schedule of Components of Loss Before Income Taxes	The Components of the loss before income taxes were as follows (in thousands): Year Ended December 31, 2021 2020 2019 Domestic $ ( 44,573 ) $ ( 20,675 ) $ ( 10,699 ) Foreign ( 49,620 ) ( 13,262 ) — Total $ ( 94,193 ) $ ( 33,937 ) $ ( 10,699 )
Schedule of Reconciliation of Provision For Income Taxes at Statutory Rate and Provision (Benefit) For Income Taxes at Effective Tax Rate	For purposes of reconciling the Company’s provision for income taxes at the statutory rate and the Company’s provision (benefit) for income taxes at the effective tax rate, a notional of 21 % tax rate was applied as follows (in thousands): December 31, 2021 2020 2019 Income tax at federal statutory rate $ ( 19,781 ) $ ( 7,127 ) $ ( 2,247 ) State income tax expense, net of federal tax effect ( 16 ) — — Nondeductible permanent items 46 2,220 — Executive Compensation 3,808 — — Capitalized Research Expenses 4,316 — — Net operating losses ( 466 ) — — Foreign rate differential ( 12,617 ) 302 ( 37 ) Adjustment to deferred taxes ( 1,687 ) — — Nonqualified stock option and performance award windfall upon exercise 2,461 — — Change in Valuation Allowance 22,779 4,605 2,284 $ ( 1,157 ) $ — $ —
Schedule of Provision For (Benefit From) Income Taxes	The provision for (benefit from) income taxes is as follows (in thousands): December 31, 2021 2020 2019 Current: Federal $ — $ — $ — State 2 — — Foreign — — — Total current 2 — — Deferred: Federal ( 1,157 ) — — State ( 2 ) — — Foreign — — — Total deferred ( 1,159 ) — — Total $ ( 1,157 ) $ — $ —
Schedule of Deferred Tax Assets and Liabilities	The following table provides the effect of temporary differences that created deferred income taxes as of December 31, 2021 and 2020. Deferred tax assets and liabilities represent the future effects on income taxes resulting from temporary differences and carryforwards at the end of the respective periods (in thousands): December 31, 2021 2020 Deferred tax assets: Reserves $ 47 $ — Stock Based Compensation 4,414 988 Net operating loss carryforward 31,932 7,107 Other Assets 574 961 Intangible Assets 898 3,712 Valuation allowance ( 35,808 ) ( 12,768 ) Net deferred income tax assets 2,057 — Deferred tax liabilities: Unrealized Gain/Loss ( 620 ) — Intangible Assets ( 1,427 ) — Property and equipment ( 10 ) — Other - — Total deferred tax liabilities ( 2,057 ) — Net deferred income tax liability $ — $ —

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	12 Months Ended
	Dec. 31, 2021
Earnings Per Share [Abstract]
Schedule of Computation of Basic and Diluted Net Loss Per Share	The following table sets forth the computation of basic and diluted net loss per share attributable to common shareholders: For the Year For the Year For the Period Numerator: Net loss attributable to common shareholders $ ( 93,036 ) $ ( 33,937 ) $ ( 10,699 ) Denominator: Weighted-average shares used in computing net loss per share attributable 410,656,231 266,220,592 102,763,621 Net loss per share attributable to common shareholders, basic and diluted $ ( 0.23 ) $ ( 0.13 ) $ ( 0.10 )

Basis of Presentation and Sum_4

Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)	7 Months Ended	12 Months Ended		31 Months Ended
	Dec. 31, 2019	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2021
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Entity date of incorporation		May 30, 2019
Realized and unrealized gains and losses from foreign exchange	$ 18,000	$ (86,000)	$ 130,000
Business combination, maximum measurement period		1 year
Impairment of goodwill		$ 0
Goodwill		$ 19,918,000	$ 0	$ 19,918,000
Intangible assets, Useful Lives (in years)		3 years
Impairment of intangible assets		$ 0
Unrecognized tax benefits, interest charges or penalties				$ 0
Stock Option
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Expected term		5 years
ASU 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Change in accounting principle, accounting standards update, immaterial effect [true false]		true		true
ASU 2016-13
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Change in accounting principle, accounting standards update, immaterial effect [true false]		true		true
ASU 2019-12
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Change in accounting principle, accounting standards update, early adoption [true false]		true		true
Change in accounting principle, accounting standards update, adopted [true false]		true		true
Change in accounting principle, accounting standards update, adoption date		Jan. 1, 2021		Jan. 1, 2021
Change in accounting principle, accounting standards update, immaterial effect [true false]		true		true

Basis of Presentation and Sum_5

Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	7 Months Ended		12 Months Ended
	Dec. 31, 2019	Dec. 31, 2019	Dec. 31, 2021	Dec. 31, 2020
Accounting Policies [Abstract]
Net loss attributable to common shareholders	$ (10,699)	$ (10,699)	$ (93,036)	$ (33,937)
Weighted-average shares used in computing net loss per share attributable to common shareholders, basic and diluted	102,763,621	102,763,621	410,656,231	266,220,592
Net loss per share attributable to common shareholders, basic and diluted	$ (0.10)	$ (0.10)	$ (0.23)	$ (0.13)

Basis of Presentation and Sum_6

Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Potentially Dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share due to Anti-dilutive Effect (Details) - shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of loss per share	56,092,974	39,558,662
Options Issued and Outstanding Under Stock Option Plan
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of loss per share	23,093,044	22,595,552
Unvested RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of loss per share	9,667,217
Vested and Unissued RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of loss per share	792,783
Unvested Director Compensation
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of loss per share		1,785,235
Compensation Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of loss per share	1,888,350	1,090,200
Financing Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of loss per share	20,651,580	14,087,675

Acquisitions - Additional Infor

Acquisitions - Additional Information (Details)	Feb. 26, 2021USD ($)shares	Feb. 27, 2020USD ($)shares	Jul. 31, 2019USD ($)$ / sharesshares	Dec. 31, 2021USD ($)	Dec. 31, 2020USD ($)	Feb. 27, 2020$ / shares	Feb. 27, 2020$ / shares
Business Acquisition [Line Items]
Goodwill				$ 19,918,000	$ 0
Intangible assets, useful life				3 years
HealthMode Acquisition
Business Acquisition [Line Items]
Business acquisition date	Feb. 26, 2021
Acquired percentage of issued and outstanding shares	100.00%
Consideration paid for acquisition	$ 27,600,000
Cash paid for acquisition	500,000
Multiple voting share paid for acquisition	27,000,000
Stock options paid for acquisition	$ 100,000
Number of stock options issued | shares	33,619
Recognized identifiable finite-live intangible assets	$ 9,485,000
Goodwill	$ 19,918,000
Intangible assets, useful life	3 years
Business acquisition, goodwill expected tax deductible amount	$ 0
Business combination, acquisition costs	$ 300,000
HealthMode Acquisition | Multiple Voting Shares
Business Acquisition [Line Items]
Voting shares issued | shares	81,497
HealthMode Acquisition | Subordinate Voting Shares
Business Acquisition [Line Items]
Voting shares issued | shares	8,149,700
Reverse Acquisition
Business Acquisition [Line Items]
Acquired percentage of issued and outstanding shares						97.00%	97.00%
Consideration paid for acquisition		$ 1,539,000
Business combination, acquisition costs		400,000
Business combination, acquisition date fair value of assets and liabilities, net loss		$ 1,500,000
Voting shares issued | shares		6,232,525
Business acquisition, fair value share price | (per share)						$ 0.33	$ 0.247
Savant Addiction Medicine Asset Acquisition
Business Acquisition [Line Items]
Business acquisition, fair value share price | $ / shares			$ 0.10
Business combination, fair value of voting shares issued			$ 5,500,000
Savant Addiction Medicine Asset Acquisition | Class A Common Shares
Business Acquisition [Line Items]
Voting shares issued | shares			55,000,000
Savant Addiction Medicine Asset Acquisition | Multiple Voting Shares
Business Acquisition [Line Items]
Voting shares issued | shares			550,000

Acquisitions - Summary of Fair

Acquisitions - Summary of Fair Value of Identifiable Tangible and Intangible Assets Acquired and Liabilities Assumed (Details) - USD ($)	Dec. 31, 2021	Feb. 26, 2021	Dec. 31, 2020
Business Acquisition [Line Items]
Goodwill	$ 19,918,000		$ 0
HealthMode Acquisition
Business Acquisition [Line Items]
Cash		$ 178,000
Prepaid and other current assets		75,000
Property and equipment		15,000
Intangible assets (developed technology)		9,485,000
Goodwill		19,918,000
Total assets		29,671,000
Accounts payable and accrued expenses		880,000
Deferred tax liability		1,157,000
Total liabilities		2,037,000
Net assets (liabilities) acquired		$ 27,634,000

Acquisitions - Schedule of Allo

Acquisitions - Schedule of Allocation of Purchase Price to Fair Value of Identifiable Tangible and Intangible Assets Acquired and Liabilities Assumed - (Details) - Reverse Acquisition $ in Thousands	Feb. 27, 2020USD ($)shares
Business Acquisition [Line Items]
Subordinate Voting Shares of the Company issued | shares	6,232,525
Fair value of shares issued @CAD$0.33 (USD $0.247) per share	$ 1,539
Total purchase price	1,539
Assets
Prepaid and other current assets	23
Total assets	23
Liabilities
Accounts payable and accrued expenses	261
Total liabilities	(261)
Net assets (liabilities) acquired	238
Excess of consideration transferred over net assets acquired	$ 1,777

Acquisitions - Schedule of Al_2

Acquisitions - Schedule of Allocation of Purchase Price to Fair Value of Identifiable Tangible and Intangible Assets Acquired and Liabilities Assumed - Parenthetical (Details) - Feb. 27, 2020	$ / shares	$ / shares
Reverse Acquisition
Business Acquisition [Line Items]
Business acquisition, fair value share price | (per share)	$ 0.33	$ 0.247

Fair Value of Financial Instr_3

Fair Value of Financial Instruments - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - DDSU Liability $ in Thousands	Dec. 31, 2021USD ($)
Level 1
Financial Liabilities Fair Value Disclosure [Abstract]
Financial liabilities	$ 509
Fair Value Measurements Recurring
Financial Liabilities Fair Value Disclosure [Abstract]
Financial liabilities	$ 509

Fair Value of Financial Instr_4

Fair Value of Financial Instruments - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Fair Value Disclosures [Abstract]
Assets measured at fair value on recurring basis		$ 0
Liabilities measured at fair value on recurring basis		0
Fair value of asset transfers from Level 1 to Level 2	$ 0	0
Fair value of asset transfers from Level 2 to Level 1	0	0
Fair value of liabilities transfers from Level 1 to Level 2	0	0
Fair value of liabilities transfers from Level 2 to Level 1	0	0
Fair value of assets transfers into Level 3	0	0
Fair value of assets transfers out of Level 3	0	0
Fair value of liabilities transfers into Level 3	0	0
Fair value of liabilities transfers out of Level 3	$ 0	$ 0

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets, Net - Additional Information (Details) - USD ($)	7 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2021	Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]
Goodwill		$ 19,918,000	$ 0
Impairment of goodwill		0
Amortization of Intangible Assets	$ 0	$ 2,616,000	$ 0
Development Technology
Finite-Lived Intangible Assets [Line Items]
Intangible assets remaining useful life		2 years 2 months 12 days

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets, Net - Summary of Carrying Value of Intangible Assets (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2021USD ($)
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Useful Lives (in years)	3 years
Intangible assets, Gross Carrying Value	$ 9,485
Intangible assets, Accumulated Amortization	(2,616)
Intangible assets, Net Carrying Value	$ 6,869
Development Technology
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Useful Lives (in years)	3 years
Intangible assets, Gross Carrying Value	$ 9,485
Intangible assets, Accumulated Amortization	(2,616)
Intangible assets, Net Carrying Value	$ 6,869

Goodwill and Intangible Asset_5

Goodwill and Intangible Assets, Net - Summary of Expected Future Amortization Expense for finite-lived intangible assets (Details) $ in Thousands	Dec. 31, 2021USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2022	$ 3,127
2023	3,127
2024	615
Intangible assets, Net Carrying Value	$ 6,869

Accrued Expenses - Summary of A

Accrued Expenses - Summary of Accrued Expenses (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Payables And Accruals [Abstract]
Professional services	$ 2,313	$ 169
Accrued compensation	2,295
Accrued clinical and manufacturing costs	906
Contribution payable	713	631
Other payables	3	186
Total accrued expenses	$ 6,230	$ 986

Shareholders' Equity - Addition

Shareholders' Equity - Additional Information (Details) $ / shares in Units, $ in Thousands

Jul. 08, 2021$ / sharesshares

Mar. 09, 2021USD ($)shares

Jan. 07, 2021USD ($)shares

Dec. 11, 2020USD ($)shares

Oct. 30, 2020USD ($)shares

May 26, 2020USD ($)shares

Feb. 26, 2020USD ($)shares

Feb. 18, 2020USD ($)shares

Dec. 19, 2019USD ($)shares

May 31, 2021shares

Mar. 31, 2021shares

Feb. 28, 2021shares

Dec. 31, 2020shares

Feb. 29, 2020shares

Jul. 31, 2019$ / sharesshares

Sep. 30, 2019USD ($)$ / sharesshares

Dec. 31, 2019shares

Dec. 31, 2019USD ($)

Dec. 31, 2021USD ($)Vote$ / sharesshares

Dec. 31, 2020USD ($)shares

Jul. 08, 2021$ / shares

Mar. 09, 2021$ / sharesshares

Mar. 09, 2021$ / sharesshares

Jan. 07, 2021$ / sharesshares

Jan. 07, 2021$ / sharesshares

Dec. 11, 2020$ / sharesshares

Dec. 11, 2020$ / sharesshares

Oct. 30, 2020$ / sharesshares

Oct. 30, 2020$ / sharesshares

May 26, 2020$ / sharesshares

May 26, 2020$ / sharesshares

Feb. 26, 2020$ / sharesshares

Feb. 26, 2020$ / sharesshares

Feb. 18, 2020$ / shares

Feb. 18, 2020$ / shares

Dec. 19, 2019$ / shares

Dec. 19, 2019$ / shares

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Common stock conversion basis

Class A Shares were exchanged, on a one-for-one basis (the “Exchange Ratio”), for Subordinate Voting Shares or Multiple Voting Shares (in the case of Multiple Voting Shares the exchange was on a one-for-one-hundred basis) of the Resulting Issuer (“Resulting Issuer Shares”) on a post-Consolidation basis.

Warrants issued

821,443

Proceeds from issuance of share capital, net of issuance costs | $

$ 9,902

$ 81,924

$ 71,990

Payment of share issuance cost | $

$ 395

Former Shareholders

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Common stock, shares issued

1,000

Compensation Warrants

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Warrants issued

1,314,033

5,483,321

1,314,033

1,615,800

9,210,445

Warrants expiration date

Feb. 27, 2021

Feb. 27, 2021

Feb. 27, 2021

Compensation Warrants | Bought Deal Financing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Warrants issued

360,000

1,255,800

1,090,200

1,642,890

994,034

817,650

Number of shares purchasable for each warrant

1

1

1

1

1

1

1

1

Warrant exercise price | $ / shares

$ 3.25

$ 4.40

$ 1.90

$ 1.05

Warrants expiration date

Mar. 9, 2024

Mar. 9, 2024

Jan. 7, 2024

Jan. 7, 2024

Dec. 11, 2023

Dec. 11, 2023

Oct. 30, 2023

Oct. 30, 2023

May 26, 2022

May 26, 2022

Financing Warrants

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Warrants issued

13,465,000

35,252,675

2020 Equity Transactions

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Common stock conversion basis

eight to one

Conversion of stock, type of stock converted

Pursuant to the Arrangement, 244,923,751 Class A Shares were exchanged for Subordinate Voting Shares or Multiple Voting Shares, as applicable.

Common stock, shares issued

49,860,200

49,860,200

Common stock, shares outstanding

49,860,200

49,860,200

2020 Equity Transactions | Bought Deal Financing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Payment of share issuance cost | $

$ 2,200

$ 1,600

$ 1,300

2020 Equity Transactions | Former Shareholders

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Common stock, shares issued

1,000

1,000

2020 Equity Transactions | Compensation Warrants

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Warrants issued

2,885,945

2020 Equity Transactions | Compensation Warrants | Bought Deal Financing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Warrants issued

1,090,200

1,642,890

994,034

Warrants expiration date

Dec. 11, 2023

Dec. 11, 2023

Oct. 30, 2023

Oct. 30, 2023

May 26, 2022

May 26, 2022

2020 Equity Transactions | Financing Warrants | Bought Deal Financing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Warrants issued

9,085,000

13,690,750

12,476,925

2021 Equity Transactions | Bought Deal Financing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Payment of share issuance cost | $

$ 1,100

$ 4,900

2021 Equity Transactions | Compensation Warrants | Bought Deal Financing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Warrants issued

360,000

1,255,800

Warrants expiration date

Mar. 9, 2024

Mar. 9, 2024

Jan. 7, 2024

Jan. 7, 2024

2021 Equity Transactions | Financing Warrants | Bought Deal Financing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Warrants issued

3,000,000

10,465,000

Class A Common Shares | 2020 Equity Transactions | Tranche One

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Common stock, shares issued

189,923,751

189,923,751

Class A Common Shares | 2020 Equity Transactions | Tranche Two

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Common stock, shares issued

55,000,000

55,000,000

Subordinate Voting Shares

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Common stock, no par value | $ / shares

$ 0

Number of shares issued and outstanding

421,444,157

Common stock, number of votes per share held | Vote

1

Subordinate Voting Shares | 2019 Equity Transactions

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Stock issued during period

18,771,897

91,993,671

Share issued price per share | (per share)

$ 0.33

$ 0.25

Gross proceeds before deducting share issuance costs | $

$ 4,700

$ 5,700

Share issuance costs | $

$ 100

Payment of share issuance cost | $

$ 400

Subordinate Voting Shares | 2019 Equity Transactions | Compensation Warrants

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Warrants issued

1,314,033

Subordinate Voting Shares | 2020 Equity Transactions

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Stock issued during period

41,227,788

37,105,370

Share issued price per share | (per share)

$ 0.33

$ 0.25

$ 0.33

$ 0.25

Gross proceeds before deducting share issuance costs | $

$ 10,300

$ 9,300

Share issuance costs | $

$ 800

Subordinate Voting Shares | 2020 Equity Transactions | Bought Deal Financing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Stock issued during period

18,170,000

27,381,500

24,953,850

Share issued price per share | (per share)

$ 1.90

$ 1.49

$ 1.05

$ 0.79

$ 0.53

$ 0.38

Proceeds from issuance of share capital, net of issuance costs | $

$ 27,100

$ 21,600

$ 9,500

Warrant exercise price | (per share)

2.45

1.92

$ 1.40

$ 1.05

$ 0.79

$ 0.57

Subordinate Voting Shares | 2020 Equity Transactions | Tranche One

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Conversion of convertible shares

189,923,751

Subordinate Voting Shares | 2020 Equity Transactions | Common Stock

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Exchange of shares, shares

6,232,525

Subordinate Voting Shares | 2020 Equity Transactions | Former Executive

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Stock issued during period

100,000

Subordinate Voting Shares | 2020 Equity Transactions | Former Promoter | Bought Deal Financing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Stock issued during period

3,000,000

Share issued price per share | (per share)

$ 2.42

$ 1.86

Subordinate Voting Shares | 2020 Equity Transactions | Compensation Warrants

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Warrants issued

2,597,376

Subordinate Voting Shares | 2020 Equity Transactions | Compensation Warrants | Bought Deal Financing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Number of shares purchasable for each warrant

1

1

1

1

1

1

Subordinate Voting Shares | 2021 Equity Transactions

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Stock issued during period

1,500,000

Share issued price per share | (per share)

$ 4.11

$ 3.25

Conversion of convertible shares

66,197,640

Common stock, shares issued

3,500,000

3,500,000

Subordinate Voting Shares | 2021 Equity Transactions | Bought Deal Financing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Stock issued during period

6,000,000

20,930,000

Share issued price per share | (per share)

$ 3.25

$ 2.57

$ 4.40

$ 3.47

Proceeds from issuance of share capital, net of issuance costs | $

$ 15,400

$ 72,600

Warrant exercise price | (per share)

$ 4.40

$ 3.48

$ 5.75

$ 4.53

Subordinate Voting Shares | 2021 Equity Transactions | Compensation Warrants | Bought Deal Financing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Number of shares purchasable for each warrant

1

1

1

1

Subordinate Voting Shares | Minimum

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Percentage of outstanding shares to be held to vote

5.00%

Subordinate Voting Shares | Minimum | 2019 Equity Transactions

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Share issued price per share | $ / shares

$ 0.0001

Subordinate Voting Shares | Maximum | 2019 Equity Transactions

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Share issued price per share | $ / shares

$ 0.10

Multiple Voting Shares

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Common stock, no par value | $ / shares

$ 0

Number of shares issued and outstanding

4,521

Common stock, number of votes per share held | Vote

100

Common stock, voting rights

The holders of Multiple Voting Shares are entitled to 100 votes for each Multiple Voting Share held

Ratio of multiple voting shares converted into subordinate voting shares

100

Common stock, conversion rights

Issued and outstanding Multiple Voting Shares, including fractions thereof, may at any time, at the option of the holder, be converted into Subordinate Voting Shares at a ratio of 100 Subordinate Voting Shares per Multiple Voting Share. Further, the board of directors of the Company may determine in the future that it is no longer advisable to maintain the Multiple Voting Shares as a separate class of shares and may cause all of the issued and outstanding Multiple Voting Shares to be converted into Subordinate Voting Shares at a ratio of 100 Subordinate Voting Shares per Multiple Voting Share

Multiple Voting Shares | 2019 Equity Transactions

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Stock issued during period

550,000

Share issued price per share | $ / shares

$ 0.10

Multiple Voting Shares | 2020 Equity Transactions | Tranche Two

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Conversion of convertible shares

550,000

Multiple Voting Shares | 2021 Equity Transactions

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Conversion of convertible shares

35,000

35,000

Common stock, shares issued

661,976

Multiple Voting Shares | Minimum

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Percentage of outstanding shares to be held to vote

5.00%

Subordinate Voting Shares or Multiple Voting Shares | 2020 Equity Transactions

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Conversion of convertible shares

244,923,751

Shareholders' Equity - Summary

Shareholders' Equity - Summary of Shares Reserved For Issuance (Details)	Dec. 31, 2021shares
Class Of Stock [Line Items]
Total shares reserved for issuance	86,617,146
Options Issued and Outstanding Under Stock Option Plan
Class Of Stock [Line Items]
Total shares reserved for issuance	23,093,044
Unvested RSUs
Class Of Stock [Line Items]
Total shares reserved for issuance	9,667,217
Vested and Unissued RSUs
Class Of Stock [Line Items]
Total shares reserved for issuance	792,783
Compensation Warrants
Class Of Stock [Line Items]
Total shares reserved for issuance	1,888,350
Financing Warrants
Class Of Stock [Line Items]
Total shares reserved for issuance	20,651,580
Shares Available for Grant Under Stock Option Plan
Class Of Stock [Line Items]
Total shares reserved for issuance	30,524,172

Warrants - Additional Informati

Warrants - Additional Information (Details) - $ / shares	Mar. 09, 2021	Jan. 07, 2021	Dec. 11, 2020	Oct. 30, 2020	May 26, 2020	Dec. 19, 2019	Feb. 28, 2021	Dec. 31, 2020	Feb. 29, 2020	Dec. 31, 2019	Dec. 31, 2021	Dec. 31, 2020	Mar. 31, 2021	Nov. 30, 2020
Class Of Warrant Or Right [Line Items]
Warrants issued								821,443
Weighted average fair value of shares purchased upon exercise of warrants											$ 4.55	$ 2.22
Compensation Warrants
Class Of Warrant Or Right [Line Items]
Warrants issued						1,314,033			5,483,321	1,314,033	1,615,800	9,210,445
Warrants expiration date						Feb. 27, 2021			Feb. 27, 2021
Compensation Warrants | Bought Deal Financing
Class Of Warrant Or Right [Line Items]
Warrants issued	360,000	1,255,800	1,090,200	1,642,890	994,034		817,650
Warrants exercised														1,642,890
Warrants expiration date	Mar. 9, 2024	Jan. 7, 2024	Dec. 11, 2023	Oct. 30, 2023	May 26, 2022
Number of shares purchasable for each warrant	1	1	1	1
Warrant purchase price per share	$ 3.25	$ 4.40	$ 1.90	$ 1.05
Compensation Warrants | Subordinate Voting Shares
Class Of Warrant Or Right [Line Items]
Number of shares purchasable for each warrant						1			1
Warrant purchase price per share						$ 0.33			$ 0.33
Compensation Warrants | Subordinate Voting Shares | Bought Deal Financing
Class Of Warrant Or Right [Line Items]
Number of shares purchasable for each warrant					1
Warrant purchase price per share					$ 0.53
Number of shares purchasable for each unit	1		1	1
Financing Warrants
Class Of Warrant Or Right [Line Items]
Warrants issued											13,465,000	35,252,675
Financing Warrants | Bought Deal Financing
Class Of Warrant Or Right [Line Items]
Warrants exercised													408,825
Financing Warrants | Subordinate Voting Shares | Bought Deal Financing
Class Of Warrant Or Right [Line Items]
Warrants expiration date	Mar. 9, 2024	Jan. 7, 2024	Dec. 11, 2023	Oct. 30, 2023
Number of shares purchasable for each warrant	1	1	1	1
Warrant purchase price per share	$ 4.40	$ 5.75	$ 2.45	$ 1.40
Number of shares purchasable for each unit	0.5	0.5	0.5	0.5

Warrants - Schedule of Warrants

Warrants - Schedule of Warrants and Weighted Average Exercise Price (Details) - $ / shares	Dec. 19, 2019	Dec. 31, 2020	Feb. 29, 2020	Dec. 31, 2019	Dec. 31, 2021	Dec. 31, 2020
Class Of Warrant Or Right [Line Items]
Issued, shares		821,443
Compensation Warrants
Class Of Warrant Or Right [Line Items]
Beginning balance, shares					1,090,200	1,314,033
Issued, shares	1,314,033		5,483,321	1,314,033	1,615,800	9,210,445
Exercised, shares					(817,650)	(9,434,278)
Ending balance, shares		1,090,200		1,314,033	1,888,350	1,090,200
Financing Warrants
Class Of Warrant Or Right [Line Items]
Beginning balance, shares					14,087,675
Issued, shares					13,465,000	35,252,675
Issued on exercise of compensation warrants, shares					408,825	821,443
Exercised, shares					(7,309,920)	(21,986,443)
Ending balance, shares		14,087,675			20,651,580	14,087,675
Compensation and Financing Warrants
Class Of Warrant Or Right [Line Items]
Beginning balance, weighted average exercise price					$ 1.78	$ 0.33
Issued, weighted average exercise price				$ 0.33	5.41	1.29
Issued on exercise of compensation warrants, weighted average exercise price					2.45	1.40
Exercised, weighted average exercise price					1.74	1.02
Ending balance, weighted average exercise price		$ 1.78		$ 0.33	$ 4.24	$ 1.78

Stock-based Compensation - Addi

Stock-based Compensation - Additional Information (Details)	Feb. 27, 2020	Sep. 16, 2019USD ($)$ / sharesshares	Dec. 31, 2019USD ($)shares	Dec. 31, 2021USD ($)shares	Dec. 31, 2021USD ($)$ / shares	Dec. 31, 2020USD ($)shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted average grant date fair value of options granted | $ / shares					$ 1.92
Aggregated fair value of options vested				$ 24,200,000
Number of unvested options, vested | shares				7,062,201		1,000,000
Shares purchase amount			$ 73,000	$ 190,000		$ 249,000
Expected dividend yield				0.00%		0.00%
Accrued expenses				$ 6,230,000	$ 6,230,000	$ 986,000
Stock-based compensation recognized			73,000	42,716,000		7,406,000
Unrecognized stock-based compensation expense related to unvested options granted				$ 17,000,000	17,000,000
Weighted average period for recognition of unvested options granted				3 years 1 month 6 days
Director
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		2 years
Expected dividend yield		0.00%
Expected volatility		151.00%
Risk-free rate		1.74%
Share price | $ / shares		$ 0.10
Forfeiture rate		0.00%
Expected life		24 months
Total grant-date fair value		$ 500,000
Stock-based compensation recognized			$ 100,000	$ 200,000		$ 200,000
Director | Subordinate Voting Shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares issued upon conversion | shares			725,025	1,785,235		2,489,740
Director | Class D Shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares purchased | shares		5,000,000
Shares purchase amount		$ 500,000
Loan | Director
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Debt instrument, principal amount		500,000
Periodic payment of loan amount		$ 100
Periodic payment term description				each six-month anniversary of the date of the Loan
Interest rate		2.00%
Interest rate term, description				before and after an event of default at 2% per annum calculated monthly, not in advance. Accrued and unpaid interest shall be payable on each Repayment Date.
General and Administrative
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation recognized			$ 73,000	$ 35,542,000		$ 6,858,000
Restricted Share Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares, vested | shares				1,986,147
Fair market value of vested shares				$ 9,300,000
Unrecognized stock-based compensation expense related to unvested options granted				$ 18,200,000	18,200,000
Weighted average period for recognition of unvested options granted				3 years 2 months 12 days
Directors' Deferred Share Unit Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares, vested | shares				346,133
Accrued expenses				$ 500,000	$ 500,000
Directors' Deferred Share Unit Plan | General and Administrative
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation incremental cost				$ 600,000
Stock Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected life				5 years
Stock Option | General and Administrative
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation incremental cost				$ 21,900,000		$ 300,000
MindMed Stock Option Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage	15.00%
Vesting rights, description				The plan was approved by the shareholders as part of the Arrangement and is authorized to issue 15% of the Company's outstanding Subordinate Voting Shares under the terms of the plan.

Stock-based compensation - Sche

Stock-based compensation - Schedule of Fair Value Assumptions of Options (Details) - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected volatility, minimum	91.80%	91.80%
Expected volatility, maximum	101.30%	95.40%
Risk-free rate, minimum	0.30%	0.20%
Risk-free rate, maximum	0.80%	1.10%
Expected dividend yield	0.00%	0.00%
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share price	$ 2.73	$ 0.30
Expected life	2 years 8 months 12 days	2 years 8 months 12 days
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share price	$ 4.21	$ 0.57
Expected life	3 years 7 months 6 days	3 years 6 months

Stock-based Compensation - Sc_2

Stock-based Compensation - Schedule of Stock Option Activity (Details)	12 Months Ended
	Dec. 31, 2021$ / shares	Dec. 31, 2021USD ($)shares	Dec. 31, 2020USD ($)shares
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Number of options, outstanding | shares		22,595,552
Number of options, issued | shares		20,193,458
Number of options, exercised | shares		(12,055,898)
Number of options, forfeited | shares		(4,340,607)
Number of options, expired | shares		(3,299,461)
Number of options, outstanding | shares		23,093,044	22,595,552
Number of options, vested and exercisable | shares		4,104,014
Weighted average exercise price, outstanding | $ / shares	$ 0.38
Weighted average exercise price, issued | $ / shares	2.74
Weighted average exercise price, exercised | $ / shares	0.55
Weighted average exercise price, forfeited | $ / shares	1.60
Weighted average exercise price, expired | $ / shares	2.23
Weighted average exercise price, outstanding | $ / shares	1.86
Weighted average exercise price, vested and exercisable | $ / shares	$ 1.07
Weighted average remaining contractual life (Years), outstanding		3 years 9 months 18 days	4 years 3 months 18 days
Weighted average remaining contractual life (Years), vested and exercisable		3 years 6 months
Aggregate intrinsic value, outstanding | $		$ 79,566,373
Aggregate intrinsic value, exercised | $		43,412,675
Aggregate intrinsic value, outstanding | $		13,610,348	$ 79,566,373
Aggregate intrinsic value, vested and exercisable | $		$ 5,101,689

Stock-based Compensation - Sc_3

Stock-based Compensation - Schedule of Restricted Share Units (Details) - Restricted Share Units	12 Months Ended
	Dec. 31, 2021$ / sharesshares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares, granted | shares	13,387,655
Number of shares, vested and unissued | shares	(792,783)
Number of shares, vested and issued | shares	(2,212,654)
Number of shares, cancelled | shares	(715,001)
Number of shares, ending balance | shares	9,667,217
Weighted average grant date fair value, granted | $ / shares	$ 2.95
Weighted average grant date fair value, vested and unissued | $ / shares	2.80
Weighted average grant date fair value, vested and issued | $ / shares	2.79
Weighted average grant date fair value, cancelled | $ / shares	3.01
Weighted average grant date fair value, ending balance | $ / shares	$ 3

Stock-based Compensation - Sc_4

Stock-based Compensation - Schedule of Directors' Deferred Share Unit Plan (Details) - Directors' Deferred Share Unit Plan	12 Months Ended
	Dec. 31, 2021shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares, granted	714,427
Number of shares, settled	(49,836)
Number of shares, cancelled	(208,331)
Number of shares, ending balance	456,260

Stock-based Compensation - Summ

Stock-based Compensation - Summary of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	7 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2021	Dec. 31, 2020
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total share-based compensation expense	$ 73	$ 42,716	$ 7,406
Research and Development
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total share-based compensation expense		7,174	548
General and Administrative
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total share-based compensation expense	$ 73	$ 35,542	$ 6,858

Income Taxes - Schedule of Comp

Income Taxes - Schedule of Components of Loss Before Income Taxes (Details) - USD ($) $ in Thousands	7 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Components of Income Tax Expense (Benefit), Continuing Operations [Abstract]
Domestic		$ (44,573)	$ (20,675)	$ (10,699)
Foreign		(49,620)	(13,262)
Loss before income taxes	$ (10,699)	$ (94,193)	$ (33,937)	$ (10,699)

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Tax Credit Carryforward [Line Items]
Tax rate	21.00%
Valuation allowance	$ 35,808,000	$ 12,768,000
Valuation allowance increased	22,700,000
Unrecognized tax benefits	0	$ 0
Federal
Tax Credit Carryforward [Line Items]
Net operating loss carryforwards	$ 81,100,000
Net operating losses limitation percentage of taxable income	80.00%
State
Tax Credit Carryforward [Line Items]
Net operating loss carryforwards	$ 13,400,000
Operating loss carryforwards subject to expiration	2,900,000
Net operating loss carryforwards, carried forward indefinitely	$ 3,600,000
Operating loss carryforwards, expiration date	Dec. 31, 2028
Foreign
Tax Credit Carryforward [Line Items]
Net operating loss carryforwards	$ 52,500,000
Net operating loss carryforwards, carried forward indefinitely	2,200,000
Net operating loss carryforwards begin to expire in 2040	49,100,000
Net operating loss carryforwards begin to expire in 2028	$ 1,200,000

Income Taxes - Schedule of Reco

Income Taxes - Schedule of Reconciliation of Provision For Income Taxes at Statutory Rate and Provision (Benefit) For Income Taxes at Effective Tax Rate (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Income Tax Expense Benefit Continuing Operations Income Tax Reconciliation [Abstract]
Income tax at federal statutory rate	$ (19,781)	$ (7,127)	$ (2,247)
State income tax expense, net of federal tax effect	(16)
Nondeductible permanent items	46	2,220
Executive Compensation	3,808
Capitalized Research Expenses	4,316
Net operating losses	(466)
Foreign rate differential	(12,617)	302	(37)
Adjustment to deferred taxes	(1,687)
Nonqualified stock option and performance award windfall upon exercise	2,461
Change in Valuation Allowance	22,779	$ 4,605	$ 2,284
Total	$ (1,157)

Income Taxes - Schedule of Prov

Income Taxes - Schedule of Provision For (Benefit From) Income Taxes (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2021USD ($)
Current:
State	$ 2
Total current	2
Deferred:
Federal	(1,157)
State	(2)
Total deferred	(1,159)
Total	$ (1,157)

Income Taxes - Schedule of Defe

Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Deferred tax assets:
Reserves	$ 47
Stock Based Compensation	4,414	$ 988
Net operating loss carryforward	31,932	7,107
Other Assets	574	961
Intangible Assets	898	3,712
Valuation allowance	(35,808)	$ (12,768)
Net deferred income tax assets	2,057
Deferred tax liabilities:
Unrealized Gain/Loss	(620)
Intangible Assets	(1,427)
Property and equipment	(10)
Total deferred tax liabilities	$ (2,057)

Net Loss Per Share - Schedule o

Net Loss Per Share - Schedule of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	7 Months Ended		12 Months Ended
	Dec. 31, 2019	Dec. 31, 2019	Dec. 31, 2021	Dec. 31, 2020
Earnings Per Share [Abstract]
Net loss attributable to common shareholders	$ (10,699)	$ (10,699)	$ (93,036)	$ (33,937)
Weighted-average shares used in computing net loss per share attributable to common shareholders, basic and diluted	102,763,621	102,763,621	410,656,231	266,220,592
Net loss per share attributable to common shareholders, basic and diluted	$ (0.10)	$ (0.10)	$ (0.23)	$ (0.13)

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Details) $ in Millions	Dec. 31, 2021USD ($)
Commitments And Contingencies Disclosure [Abstract]
Other commitment	$ 29.3

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Related Party Transaction [Line Items]
Legal fees	$ 0.8	$ 1.5
Accounts Payable and Accrued Liabilities [Member]
Related Party Transaction [Line Items]
Outstanding due to related parties	$ 0.1	$ 0.1