Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | Jun. 14, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2021 | |
Entity Registrant Name | Vaccitech plc | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 34,328,231 | |
Entity Central Index Key | 0001828185 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Ordinary Shares | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Ordinary shares, nominal value £0.000025 per share | |
American Depositary Shares | ||
Document Information [Line Items] | ||
Title of 12(b) Security | American Depositary Shares | |
Trading Symbol | VACC | |
Security Exchange Name | NASDAQ |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 155,935 | $ 43,266 |
Accounts receivable | 312 | 518 |
Research and development incentives receivable | 3,691 | 2,708 |
Prepaid expenses and other current assets | 3,427 | 1,409 |
Total current assets | 163,365 | 47,901 |
Property and equipment, net | 1,003 | 629 |
Right of use assets, net | 2,098 | 2,136 |
Deferred tax assets | 25 | |
Total assets | 166,491 | 50,666 |
Current liabilities: | ||
Accounts payable | 4,833 | 4,667 |
Accrued expenses and other current liabilities | 3,273 | 2,537 |
Deferred revenue | 346 | 245 |
Current portion of lease liability | 198 | 192 |
Total current liabilities | 8,650 | 7,641 |
Convertible loan notes - non current | 44,700 | |
Lease liability - non current | 1,435 | 1,472 |
Total liabilities | 10,085 | 53,813 |
Commitments and contingencies (Note 11) | ||
Shareholders' deficit: | ||
Additional paid-in capital | 22,457 | 21,660 |
Accumulated deficit | (72,988) | (57,720) |
Accumulated other comprehensive loss - foreign currency translation adjustments | (2,663) | (1,243) |
Noncontrolling interest | 277 | 391 |
Total shareholders' deficit | (52,831) | (36,912) |
Total liabilities, redeemable convertible preferred shares and shareholders' deficit | 166,491 | 50,666 |
Series A redeemable convertible preferred shares | ||
Current liabilities: | ||
Redeemable convertible preferred shares | 33,736 | $ 33,765 |
Series B redeemable convertible preferred shares | ||
Current liabilities: | ||
Redeemable convertible preferred shares | 175,501 | |
Deferred A shares | ||
Shareholders' deficit: | ||
Deferred shares | $ 86 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - £ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Ordinary shares, nominal value | £ 0.000025 | £ 0.000025 |
Ordinary shares, shares authorized | 8,224,344 | 7,960,458 |
Ordinary shares, shares issued | 8,224,344 | 7,960,458 |
Ordinary shares, shares outstanding | 8,224,344 | 7,960,458 |
Series A redeemable convertible preferred shares | ||
Redeemable convertible preferred shares, nominal value | £ 0.10 | £ 0.10 |
Redeemable convertible preferred shares, shares issued | 22,065 | 22,065 |
Redeemable convertible preferred shares, shares outstanding | 22,065 | 22,065 |
Series B redeemable convertible preferred shares | ||
Redeemable convertible preferred shares, nominal value | £ 0.10 | £ 0.10 |
Redeemable convertible preferred shares, shares issued | 41,378 | 0 |
Redeemable convertible preferred shares, shares outstanding | 41,378 | 0 |
Deferred A shares | ||
Deferred shares, nominal value | £ 1 | £ 1 |
Deferred shares, shares authorized | 63,443 | 63,443 |
Deferred shares, shares issued | 63,443 | 0 |
Deferred shares, shares outstanding | 63,443 | 0 |
Deferred C shares | ||
Deferred shares, nominal value | £ 7 | £ 7 |
Deferred shares, shares authorized | 8,224,344 | 7,960,458 |
Deferred shares, shares issued | 8,224,344 | 7,960,458 |
Deferred shares, shares outstanding | 8,224,344 | 7,960,458 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Total revenue | $ 215 | $ 705 |
Operating expenses | ||
Research and development | 4,610 | 4,242 |
General and administrative | 1,777 | 1,112 |
Total operating expenses | 6,387 | 5,354 |
Loss from operations | (6,172) | (4,649) |
Other income (expense): | ||
Change in fair value of derivatives | 5,994 | |
Unrealized exchange gain on convertible loan notes | 209 | |
Loss on extinguishment of convertible loan notes | (13,789) | |
Interest income | 2 | |
Interest expense | (2,650) | |
Research and development incentives | 955 | 698 |
Total other (expense) income | (9,279) | 698 |
Tax benefit | 65 | |
Net loss | (15,386) | (3,951) |
Net loss attributable to noncontrolling interest | 118 | 130 |
Net loss attributable to Vaccitech Plc. shareholders | $ (15,268) | $ (3,821) |
Weighted-average ordinary shares outstanding, basic and diluted | 8,057,216 | 7,816,681 |
Net loss per share attributable to ordinary shareholders, basic and diluted | $ (1.90) | $ (0.49) |
Net loss | $ (15,386) | $ (3,951) |
Other comprehensive loss - foreign currency translation adjustments | (1,416) | (683) |
Comprehensive loss | (16,802) | (4,634) |
Comprehensive loss attributable to noncontrolling interest | 114 | 148 |
Comprehensive loss attributable to Vaccitech Plc. shareholders | (16,688) | (4,486) |
License revenue | ||
Total revenue | 16 | 3 |
Service revenue | ||
Total revenue | 21 | 219 |
Research grants and contracts | ||
Total revenue | $ 178 | $ 483 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN REDEEMABLE CONVERTIBLE PREFERRED SHARES AND SHAREHOLDERS' DEFICIT - USD ($) $ in Thousands | Series A redeemable convertible preferred sharesAs previously reported | Series A redeemable convertible preferred shares | Series B redeemable convertible preferred sharesAs previously reported | Series B redeemable convertible preferred shares | Ordinary SharesAs previously reported | Ordinary Shares | Deferred SharesAs previously reported | Deferred Shares | Additional Paid-in-capitalAs previously reported | Additional Paid-in-capitalRestatement | Additional Paid-in-capital | Accumulated DeficitAs previously reported | Accumulated DeficitRestatement | Accumulated Deficit | Accumulated Other Comprehensive LossAs previously reported | Accumulated Other Comprehensive Loss | Noncontrolling InterestAs previously reported | Noncontrolling Interest | As previously reported | Total |
Balance at the beginning at Dec. 31, 2019 | $ 33,765 | $ 33,765 | $ 0 | |||||||||||||||||
Balance at the beginning (in shares) at Dec. 31, 2019 | 22,065 | 22,065 | 0 | |||||||||||||||||
Balance at the end at Mar. 31, 2020 | $ 33,765 | $ 0 | ||||||||||||||||||
Balance at the end (in shares) at Mar. 31, 2020 | 22,065 | 0 | ||||||||||||||||||
Balance at the beginning (Share based compensation correction) at Dec. 31, 2019 | $ 2,129 | $ (2,129) | ||||||||||||||||||
Balance at the beginning at Dec. 31, 2019 | $ 0 | $ 0 | $ 15,906 | $ 18,035 | $ (37,885) | $ (40,014) | $ (467) | $ (467) | $ 367 | $ 367 | $ (22,079) | $ (22,079) | ||||||||
Balance at the beginning (in shares) at Dec. 31, 2019 | 7,276,332 | 7,276,332 | 0 | |||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||
Share based compensation | 856 | 856 | ||||||||||||||||||
Issue of ordinary shares (in shares) | 479,568 | |||||||||||||||||||
Exercise of stock options (in shares) | 148,938 | |||||||||||||||||||
Foreign currency translation adjustments | (666) | (17) | (683) | |||||||||||||||||
Net loss | (3,821) | (130) | (3,951) | |||||||||||||||||
Balance at the end at Mar. 31, 2020 | $ 0 | $ 0 | 18,891 | (43,835) | (1,133) | 220 | (25,857) | |||||||||||||
Balance at the end (in shares) at Mar. 31, 2020 | 7,904,838 | 0 | ||||||||||||||||||
Balance at the beginning at Dec. 31, 2020 | $ 33,765 | $ 33,765 | $ 0 | |||||||||||||||||
Balance at the beginning (in shares) at Dec. 31, 2020 | 22,065 | 22,065 | 0 | 0 | ||||||||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||||||||||
Issue of shares | $ 121,837 | |||||||||||||||||||
Stock issued | 28,957 | |||||||||||||||||||
Series B Shares issued on conversion of convertible notes | $ 53,721 | |||||||||||||||||||
Series B Shares issued on conversion of convertible notes (in shares) | 12,421 | |||||||||||||||||||
Issue of Deferred A shares | $ (29) | $ (57) | ||||||||||||||||||
Balance at the end at Mar. 31, 2021 | $ 33,736 | $ 175,501 | ||||||||||||||||||
Balance at the end (in shares) at Mar. 31, 2021 | 22,065 | 41,378 | ||||||||||||||||||
Balance at the beginning (Share based compensation correction) at Dec. 31, 2020 | $ 2,129 | $ (2,129) | ||||||||||||||||||
Balance at the beginning at Dec. 31, 2020 | $ 0 | $ 0 | $ 19,531 | 21,660 | $ (55,591) | (57,720) | $ (1,243) | (1,243) | $ 391 | 391 | $ (36,912) | (36,912) | ||||||||
Balance at the beginning (in shares) at Dec. 31, 2020 | 7,960,458 | 7,960,458 | 0 | |||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||
Share based compensation | 797 | 797 | ||||||||||||||||||
Issue of Deferred A shares | $ 86 | 86 | ||||||||||||||||||
Issue of Deferred A shares (in shares) | 63,443 | |||||||||||||||||||
Issue of ordinary shares (in shares) | 263,886 | |||||||||||||||||||
Foreign currency translation adjustments | (1,420) | 4 | (1,416) | |||||||||||||||||
Net loss | (15,268) | (118) | (15,386) | |||||||||||||||||
Balance at the end at Mar. 31, 2021 | $ 0 | $ 86 | $ 22,457 | $ (72,988) | $ (2,663) | $ 277 | $ (52,831) | |||||||||||||
Balance at the end (in shares) at Mar. 31, 2021 | 8,224,344 | 63,443 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (15,386) | $ (3,951) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Share based compensation | 797 | 856 |
Depreciation and amortization | 92 | 49 |
Lease liability | 11 | 10 |
Fair valuation gain on embedded derivatives | (5,994) | |
Unrealized foreign exchange gain on convertible loan notes | (209) | |
Non-cash interest expense on convertible loan notes | 813 | |
Deferred tax benefit | (25) | |
Loss on conversion of convertible loan notes | 13,789 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 208 | 524 |
Prepaid expenses and other current assets | (393) | (153) |
Research and development incentives receivable | (955) | (680) |
Accounts payable | (707) | (1,154) |
Accrued expenses and other current liabilities | (108) | 343 |
Deferred revenue | 98 | (165) |
Net cash used in operating activities | (7,969) | (4,321) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (392) | (22) |
Net cash used in investing activities | (392) | (22) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Issue of shares and exercise of stock options | 0 | 0 |
Initial public offering costs | (22) | |
Transaction costs for Series B shares | (3,402) | |
Proceeds from issue of Series B shares | 125,239 | |
Net cash provided by financing activities | 121,815 | |
EFFECT OF EXCHANGE RATES ON CASH AND CASH EQUIVALENTS | (785) | (655) |
Net increase (decrease) in cash and cash equivalents | 112,669 | (4,998) |
Cash and cash equivalents, beginning of the period | 43,266 | 11,432 |
Cash and cash equivalents, end of the period | 155,935 | $ 6,435 |
Supplemental cash flow disclosures: | ||
Cash paid for interest | 1,844 | |
Non-Cash investing activities | ||
Capital expenditures included in accounts payable | 67 | |
Deferred A shares | ||
Non-Cash financing activities | ||
Issue of shares | 86 | |
Series B redeemable convertible preferred shares | ||
Non-Cash financing activities | ||
Issue of shares | $ 53,721 |
Nature of Business and Basis of
Nature of Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2021 | |
Nature of Business and Basis of Presentation | |
Nature of Business and Basis of Presentation | 1. Nature of Business and Basis of Presentation Vaccitech plc (Vaccitech) is a public limited company incorporated pursuant to the laws of England and Wales in March 2021. Vaccitech is engaged in the discovery and development of novel immunotherapeutics and vaccines for the treatment and prevention of infectious disease and cancer. Vaccitech is headquartered in Oxford, United Kingdom. Vaccitech and its five direct and indirect subsidiaries, Vaccitech (UK) Limited, Vaccitech Australia Pty Limited, Vaccitech Oncology Limited (“VOLT”), Vaccitech USA Inc. and Vaccitech Italia S.R.L, are collectively referred to as the “Company”. In connection with the initial public offering of American Depositary Shares (“ADSs”), in March 2021, Vaccitech completed a corporate reorganization wherein the shareholders of Vaccitech (UK) Limited (formerly Vaccitech Limited) exchanged each of their ordinary shares, Series A Shares and Series B Shares of the Company for the same quantity of ordinary shares, series A shares (“Vaccitech plc Series A Shares”) and series B shares (“Vaccitech plc Series B Shares”) in Vaccitech plc (resulting in the shareholders of the Company holding the same percentage and class of shares in Vaccitech plc (formerly Vaccitech Rx Limited) as they had in Vaccitech (UK) Limited (formerly Vaccitech Limited). The group reorganization under common control constitutes a change in reporting entity and has been given retrospective effect reflecting the net assets of Vaccitech (UK) Limited (formerly Vaccitech Limited) and its subsidiaries and Vaccitech plc at their historical carrying amounts. As a result of the reorganization, these interim condensed consolidated financial statements have been presented for all periods as if Vaccitec plc was the holding company of the Group. The Company operates in an environment of rapid technological change and substantial competition from pharmaceutical and biotechnology companies. The Company is subject to risks common to companies in the biopharmaceutical industry in similar stage of its life cycle including, but not limited to, the need to obtain adequate additional funding, possible failure of preclinical testing or clinical trials, the need to obtain marketing approval for its vaccine product candidates, competitors developing new technological innovations, the need to successfully commercialize and gain market acceptance of any of its products that are approved, and protection of proprietary technology. There can be no assurance that the Company’s research and development will be successfully completed, that adequate protection for the Company’s intellectual property will be obtained, that any products developed will obtain required regulatory approval or that any approved products will be commercially viable. Even if the Company’s development efforts are successful, it is uncertain when, if ever, the Company will generate significant product sales. If the Company does not successfully commercialize any of its products or mitigate any of these other risks, it will be unable to generate revenue or achieve profitability. Basis of presentation The Company’s unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission for interim financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiary. All intercompany accounts and transactions have been eliminated in consolidation. Certain notes or other information that are normally required by U.S. GAAP have been omitted if they substantially duplicate the disclosures contained in the Company’s annual audited consolidated financial statements. Accordingly, the unaudited condensed consolidated financial statements should be read in connection with the Company’s audited financial statements and related notes as of and for the year ended December 31, 2020. On May 4, 2021, the Company effected a 309-for-1 stock split of ordinary shares. Each resultant ordinary share from the stock split was redesignated as one ordinary share and one deferred C share. Accordingly, all ordinary share and per share amounts for all periods presented in the accompanying condensed consolidated financial statements and notes thereto have been retroactively adjusted, where applicable, to reflect the stock split. The condensed consolidated balance sheet and statement of changes in redeemable convertible preferred shares and shareholders’ deficit include the correction of an error related to the Company’s consolidated financial statements for the period ended December 31, 2019. The error related to the omission of share-based compensation expense totaling $2,129 thousand in the period ended December 31, 2019. The correction of this error has been recorded as an adjustment to previously reported additional paid-in-capital and accumulated deficit as of January 1, 2020 and consequently as of December 31, 2020. There is no impact on net loss or cash flows, and no material impact on financial position for the periods presented. The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and the satisfaction of liabilities and commitments in the ordinary course of business. Unaudited Condensed Financial Information The accompanying Condensed Consolidated Balance Sheet as of March 31, 2021, the Condensed Consolidated Statements of Income for the three months ended March 31, 2021 and 2020 and the Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2021 and 2020 are unaudited. These unaudited condensed consolidated financial statements have been prepared on the same basis as the audited annual consolidated financial statements. In our opinion, the unaudited condensed consolidated financial statements include all adjustments of a normal recurring nature necessary for the fair presentation of our financial position as of March 31, 2021, our results of operations for the three months ended March 31, 2021 and 2020, and our cash flows for the three months ended March 31, 2021 and 2020. The results of operations for the three ended March 31, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021, any other interim periods. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies The accounting policies of the Company are set forth in Note 2 to the consolidated financial statements as of and for the year ended December 31, 2020 except as discussed below related to newly adopted accounting pronouncements. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of costs and expenses during the reporting period. The Company bases estimates and assumptions on historical experience when available and on various factors that it believes to be reasonable under the circumstances. The Company evaluates its estimates and assumptions on an ongoing basis. The Company’s actual results may differ from these estimates under different assumptions or conditions. We have experienced and expect to continue to experience disruptions as a result of the COVID-19 pandemic that could severely impact the Company’s clinical and pre-clinical development timelines for the Company’s clinical and pre-clinical programs. Estimates and assumptions about future events and their effects cannot be determined with certainty and therefore require the exercise of judgment. As of the date of issuance of these condensed consolidated financial statements, the Company is not aware of any specific event or circumstance that would require the Company to update its estimates, assumptions and judgments or revise the carrying value of its assets or liabilities. These estimates may change as new events occur and additional information is obtained and are recognized in the condensed consolidated financial statements as soon as they become known. Actual results could differ from those estimates and any such differences may be material to the Company’s financial statements. Recently issued accounting pronouncements From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that the Company adopts as of the specified effective date. The Company qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 and has elected not to “opt out” of the extended transition related to complying with new or revised accounting standards, which means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company can adopt the new or revised standard at the time nonpublic companies adopt the new or revised standard and can do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company. The Company adopted ASU No. 2018‑15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350‑40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (“ASU 2018‑15”) on January 1, 2021. The new standard did not have an impact on the Company’s financial position and results of operations. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2021 | |
Net Loss Per Share | |
Net Loss Per Share | 3. Net Loss Per Share Because the Company has reported a net loss attributable to ordinary shareholders for the period presented, basic and diluted net loss per share attributable to ordinary shareholders are the same for the period presented. All Series A & Series B shares and stock options have been excluded from the computation of diluted weighted-average shares outstanding because such securities would have an antidilutive impact. The following table sets forth the computation of basic and diluted net loss per share for the 3 months ended March 31, 2021 and 2020 (in thousands, except number of shares): Three months ended March 31, 2021 2020 Numerator: Net loss $ (15,386) $ (3,951) Net loss attributable to noncontrolling interest 118 130 Net loss attributable to Vaccitech shareholders $ (15,268) $ (3,821) Denominator: Weighted-average ordinary shares outstanding, basic and diluted 8,057,216 7,816,681 Net loss per share attributable to ordinary shareholders, basic and diluted $ (1.90) $ (0.49) Potential ordinary shares issuable upon conversion or exercise of Series A & Series B Shares and stock options that are excluded from the computation of diluted weighted-average shares outstanding are as follows: Three months ended March 31, 2021 2020 Series A shares 6,818,085 6,818,085 Series B shares 12,785,802 — Stock options 1,895,097 1,244,961 |
Prepaid and other current asset
Prepaid and other current assets | 3 Months Ended |
Mar. 31, 2021 | |
Prepaid and other current assets | |
Prepaid and other current assets | 4. Prepaid and other current assets (in thousands) March 31, 2021 December 31, 2020 Prepayments and accrued income $ 1,272 $ 1,075 Value Added Tax receivable 542 305 Deferred Offering costs 1,611 — Others 2 29 Total $ 3,427 $ 1,409 Deferred offering costs consist of legal, accounting and other expenses incurred through the balance sheet date that are directly related to the Initial Public Offering. These costs will be charged to shareholders’ deficit in the period of completion of the Initial Public Offering. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2021 | |
Accrued Expenses and Other Current Liabilities | |
Accrued Expenses and Other Current Liabilities | 5. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of the following (in thousands): March 31, 2021 December 31, 2020 Accrued manufacturing and clinical expenses $ 946 $ 462 Accrued board of director compensation 34 4 Accrued bonus 277 750 Accrued payroll and employee benefits 363 250 Accrued professional fees 1,385 806 Accrued other 268 265 Total $ 3,273 $ 2,537 |
Series B shares
Series B shares | 3 Months Ended |
Mar. 31, 2021 | |
Series B shares | |
Series B shares | 6. Series B shares On March 15, 2021, the Company issued 28,957 Series B preferred shares (‘‘Series B Shares’’) amounting to $125,239 thousand and incurred transaction costs of $3,402 thousand. Series B shareholders have full voting rights and powers similar to the rights and powers of Series A and ordinary shareholders. Each Series B Share is convertible into 309 ordinary shares and nine deferred shares at the holders’ option at any time. Each Series B Share is automatically converted into 309 ordinary shares and nine deferred B shares and 309 deferred C shares upon a vote by a simple majority of the Series B shareholders or upon the completion of a qualified public offering at a price per share of at least 1.2 times the Series B Share issuance price (adjusted for stock splits or stock dividends) and aggregate gross proceeds of at least $100,000 thousand. Upon liquidation, dissolution, or winding up of business, Series B Shares have liquidation preference in priority to holders of Series A Shares and ordinary shares. Series B shares are classified as temporary equity in the accompanying balance sheet due to redemption rights granted to the holders, that are outside of the company’s control. Series B Shares are initially recorded at the original issuance price net of issuance costs and discounts. The carrying value is adjusted for dividends expected to be paid upon conversion, redemption or liquidation according to the Series B Share terms. Series B Shares do not have stated redemption date and they are not currently redeemable. If and when the redemption contingency becomes probable of occurring, the carrying amount will be adjusted by either accreting the carrying amount up to the maximum redemption value over the period through the earliest redemption date using the interest method or adjusting the carrying value to the maximum redemption value at the end of each reporting period until redeemed. |
Convertible loan notes
Convertible loan notes | 3 Months Ended |
Mar. 31, 2021 | |
Convertible loan notes. | |
Convertible loan notes | 7. Convertible loan notes The Company recognized interest expense of $2,650 thousand and a change in fair value of $5,994 thousand in relation to the conversion and redemption features embedded in the convertible loan notes in the condensed consolidated statements of operations and comprehensive loss for the period ended March 31, 2021. The Series B funding on March 15, 2021 constituted a qualified equity financing in accordance with the terms of the convertible loan notes. As a result, the convertible loan notes were converted on March 15, 2021 into 12,421 Series B Shares with the conversion price being 0.8 times the Series B Shares issue price. The conversion was accounted for as an extinguishment of the convertible loan notes. As a result, the 12,421 Series B preferred shares issued on conversion was recognized at the settlement-date fair value of the Series B shares ($53,721 thousands) and a loss of $13,789 thousand was recognized in earnings for the difference between (1) the fair value of those shares and (2) the sum of the carrying amounts of the convertible loan notes ($25,557 thousand) and the bifurcated conversion and redemption feature liability ($14,375 thousand). |
Deferred A Shares
Deferred A Shares | 3 Months Ended |
Mar. 31, 2021 | |
Deferred A Shares | |
Deferred A Shares | 8. Deferred A Shares On March 31, 2021, Vaccitech Plc subdivided each of the Series A shares and Series B shares into one share of the same class and one deferred A share with a nominal value of £1.00 per share. The deferred A shares do not have rights to dividends or to participate in profits on a return of assets on liquidation, the deferred A shares shall confer on the holders thereof an entitlement to receive out of the assets of the Company available for distribution amongst the shareholders (subject to the rights of any new class of shares with preferred rights) the amount credited as paid up on the deferred A shares held by them respectively after (but only after) payment shall have been made to the holders of the ordinary shares of the amounts paid up or credited as paid up on such shares and the sum of £1,000 thousand ($1,373 thousand) in respect of each ordinary share held by them respectively. The deferred A shares shall confer on the holders thereof no further right to participate in the assets of the Company. |
Fair value
Fair value | 3 Months Ended |
Mar. 31, 2021 | |
Fair value | |
Fair value | 9. Fair value The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable, accrued expenses, and other liabilities. As of March 31, 2021, and December 31, 2020, the carrying amount of cash and cash equivalents, accounts receivable, accounts payable, accrued expenses, and other liabilities approximated their respective fair value due to the short-term nature and maturity of these instruments. As of December 31, 2020, the Company had an embedded derivative liability of $20,109 thousand related to the conversion features, the cash redemption feature on maturity and the cash redemption feature upon an exit event that settles in noncash consideration embedded in convertible loan notes. The fair value of the embedded derivatives is a Level 3 valuation with the significant unobservable inputs being the probability of exercise of conversion and cash redemption features. Significant judgment is employed in determining the appropriateness of certain of these inputs. The changes in the fair value of the embedded derivatives was as follows (in thousands): Three months ended March 31, 2021 2020 Beginning balance $ 20,109 $ — Change in fair value recognized in net loss (5,994) — Settlement via conversion (14,375) — Foreign exchange translation 260 — Ending balance $ — $ — |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Share-Based Compensation | |
Share-Based Compensation | 10. Share-Based Compensation On February 11, 2021, the Company granted 364,620 options to employees and directors with a grant date fair value of $9.14 and a weighted average exercise price of $0.00003 per share. For the three months ended March 31, 2020, the Company granted 302,820 options to employees and directors in January 2020 with a grant date fair value of $4.98 and a weighted average exercise price of $0.000036 per share. The fair value of each stock option issued to employees was estimated at the date of grant using Black-Scholes with the following weighted-average assumptions: Three months ended March 31, 2021 2020 Expected volatility 125.0 % 110.8 % Expected term (years) 6.42 6.03 Risk-free interest rate 0.7 % 1.7 % Expected dividend yield — % — % At March 31, 2021 1,895,097 options with a weighted average exercise price of $0.0003 were outstanding of which 648,282 with a weighted average exercise price of $0.0003 were exercisable. At March 31, 2021, there was $5,529 thousand unrecognized compensation cost related to stock options, which is expected to be recognized over a weighted average period of 2.86 years. During the three months ended March 31, 2021, 263,886 Restricted Stock Units (“RSUs”) were converted into ordinary shares. The RSUs granted on January 9, 2020 contains a nondiscretionary antidilution provision which entitles the grantee to additional RSUs to ensure that the aggregate RSUs granted equal 1.5% of the total fully diluted share capital of the Company. As at March 31, 2021, 264,042 RSUs were outstanding. No compensation cost has been recognized in respect of the outstanding RSUs which vest on the IPO Resolution Date as the initial public offering is not considered probable until it occurs . At March 31, 2021, the unrecognized compensation cost related to these RSUs was $1,477 thousand. Share based compensation expense is classified in the condensed consolidated statement of operations and comprehensive loss as follows (in thousands): Three months ended March 31, 2021 2020 Research and development $ 319 $ 183 General and administrative 478 673 Total $ 797 $ 856 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies | |
Commitments and Contingencies | 11. Commitments and Contingencies In-License Agreements The Company is party to a number of licensing agreements most of which are with related parties. These agreements serve to provide the Company with the right to develop and exploit the counterparties’ intellectual property for certain medical indications. As part of execution of these arrangements, the Company paid certain upfront fees, which have been expensed as incurred because the developing technology has not yet reached technical feasibility, the lack of alternative use, and the lack of proof of potential value. The agreements cover a variety of fields, including influenza, cancer, HPV, HBV and MERS. The Company’s obligations for future payments under these arrangements are dependent on its ability to develop promising drug candidates, the potential market for these candidates and potential competing products, and the payment mechanisms in place in countries where the Company retains the right to sell. Each agreement provides for specific milestone payments, typically triggered by achievement of certain testing phases in human candidates, and future royalties ranging from 1 to 5% for direct sales of a covered product to 3 to 7% of net payments received for allowable sublicenses of technology developed by the Company. The obligation to make these payments is contingent upon the Company’s ability to develop candidates for submission for phased testing and approvals, and for the development of markets for the products developed by the Company. The Company has not made any material payments under these license agreements during the periods ended March 31, 2021 and March 31, 2020. Leases The Company leases an office and laboratory space from a related party in Oxford, England under an operating lease with a contractual term expiring in 2028. The lease does not contain renewal terms. Variable payments include amounts due to the lessor for additional services and cost reimbursements. The Company recorded a right-of-use asset and a lease liability on the effective date of the lease term. The Company’s right-of-use asset and lease liability are as follows (in thousands): March 31, December 31, 2021 2020 Right-of-use asset $ 2,098 $ 2,136 Lease liability, current 198 192 Lease liability, noncurrent 1,435 1,472 Other information Three months ended March 31, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities $ 81 $ 75 During the three months ended March 31, 2021, the Company recorded $92 thousand (three months ended March 31, 2020: $85 thousand) in operating lease costs (including short-term lease expense and variable lease costs). Future annual minimum lease payments under operating leases as of March 31, 2021 were as follows (in thousands): Remainder of 2021 $ 243 2022 324 2023 324 2024 324 2025 324 Thereafter 591 Total minimum lease payments $ 2,130 Less: imputed interest (497) Total lease liability $ 1,633 Other contingencies The Company is a party in various contractual disputes, litigation, and potential claims arising in the ordinary course of business. The Company does not believe that the resolution of these matters will have a material adverse effect on its financial position or results of operations. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions | |
Related Party Transactions | 12. Related Party Transactions During the three months ended March 31, 2021, Company incurred expenses of $40 thousand (three months ended March 31, 2020: $50 thousand) to its shareholder, Oxford Sciences Innovation Plc, mostly related to the lease of a laboratory and office space in Oxford. At March 31, 2021, the Company owed $0 (December 31, 2020: $0) to Oxford Sciences Innovation Plc. During the three months ended March 31, 2021, the Company incurred expenses of $19 thousand (three months ended March 31, 2020: $0 thousand) to its shareholder, the University of Oxford, related to clinical study costs. At March 31, 2021, the Company owed $0 (December 31, 2020: $300 thousand) to University of Oxford. During the three months ended March 31, 2021, the Company incurred expenses of $116 thousand (three months ended March 31, 2020: $ 70 thousand) for services from Oxford University Innovation Limited which is a wholly owned subsidiary of the Company’s shareholder, the University of Oxford. At March 31, 2021, the Company owed $90 thousand (December 31, 2020: $25 thousand) to Oxford University Innovation Limited. During the three months ended March 31, 2021, the Company issued 263,886 shares to in relation to vested RSUs William Enright, Chief Executive officer and director for a price of £0.000025 per share in Vaccitech plc. During the three months ended March 31, 2021, the interest on convertible loans issued to Oxford Sciences Innovation PLC and the University of Oxford, shareholders of the Company was $429 thousand (March 31, 2020: $0). At March 31, 2021 these convertible loan notes including the embedded derivative was $0 (December 31, 2020: $7,356 thousand). On March 15, 2021 Oxford Sciences Innovation PLC subscribed to 3,468 Series B Shares in an amount of $14,999 thousand. The Company also recognized a loss of $2,125 thousand on the conversion of the convertible loan notes into 2,008 Series B Shares. At March 31, 2021 the carrying amount of these Series B Shares was $23,276 thousand (December 31, 2020: $0). |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events | |
Subsequent Events | 13. Subsequent Events (a) On April 29, 2021, the Company priced the initial public offering of its 6,500,000 American Depositary Shares (ADSs) each representing one ordinary share, nominal value £0.000025 per share, of Vaccitech plc. at a public offering price of $17.00 per ADS. Net proceeds were $102,765 thousand, after deducting underwriting discounts paid by the Company. (b) On May 4, 2021 prior to the closing of the Company’s initial public offering and pursuant to the terms of its articles of association, all of the Series A Shares and Series B Shares were converted into 19,603,887 ordinary shares and 570,987 deferred B shares. On the same date, the Company effected a 309‑for‑1 stock split (the “Stock Split”) of ordinary shares. Each resultant ordinary share from the Stock Split is redesignated as one ordinary share and one deferred C share in order to ensure that the nominal value of ordinary shares at the time of its initial public offering is £0.000025. Accordingly, all ordinary share and per share amounts for all periods presented in the accompanying financial statements and notes thereto have been retroactively adjusted, where applicable, to reflect the Stock Split. (c) On May 4, 2021 250,881 additional fully vested RSUs with a grant date fair value of $17.00 per share were granted in accordance with the terms of the original grant to ensure that the aggregate RSUs granted equal 1.5% of the total fully diluted share capital of the Company. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Summary of Significant Accounting Policies | |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of costs and expenses during the reporting period. The Company bases estimates and assumptions on historical experience when available and on various factors that it believes to be reasonable under the circumstances. The Company evaluates its estimates and assumptions on an ongoing basis. The Company’s actual results may differ from these estimates under different assumptions or conditions. We have experienced and expect to continue to experience disruptions as a result of the COVID-19 pandemic that could severely impact the Company’s clinical and pre-clinical development timelines for the Company’s clinical and pre-clinical programs. Estimates and assumptions about future events and their effects cannot be determined with certainty and therefore require the exercise of judgment. As of the date of issuance of these condensed consolidated financial statements, the Company is not aware of any specific event or circumstance that would require the Company to update its estimates, assumptions and judgments or revise the carrying value of its assets or liabilities. These estimates may change as new events occur and additional information is obtained and are recognized in the condensed consolidated financial statements as soon as they become known. Actual results could differ from those estimates and any such differences may be material to the Company’s financial statements. |
Recently issued accounting pronouncements | Recently issued accounting pronouncements From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that the Company adopts as of the specified effective date. The Company qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 and has elected not to “opt out” of the extended transition related to complying with new or revised accounting standards, which means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company can adopt the new or revised standard at the time nonpublic companies adopt the new or revised standard and can do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company. The Company adopted ASU No. 2018‑15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350‑40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (“ASU 2018‑15”) on January 1, 2021. The new standard did not have an impact on the Company’s financial position and results of operations. |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Net Loss Per Share | |
Summary 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 for the 3 months ended March 31, 2021 and 2020 (in thousands, except number of shares): Three months ended March 31, 2021 2020 Numerator: Net loss $ (15,386) $ (3,951) Net loss attributable to noncontrolling interest 118 130 Net loss attributable to Vaccitech shareholders $ (15,268) $ (3,821) Denominator: Weighted-average ordinary shares outstanding, basic and diluted 8,057,216 7,816,681 Net loss per share attributable to ordinary shareholders, basic and diluted $ (1.90) $ (0.49) |
Summary of potential shares that are excluded from the computation of diluted weighted-average shares outstanding | Three months ended March 31, 2021 2020 Series A shares 6,818,085 6,818,085 Series B shares 12,785,802 — Stock options 1,895,097 1,244,961 |
Prepaid and other current ass_2
Prepaid and other current assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Prepaid and other current assets | |
Summary of prepaid and other current assets | March 31, 2021 December 31, 2020 Prepayments and accrued income $ 1,272 $ 1,075 Value Added Tax receivable 542 305 Deferred Offering costs 1,611 — Others 2 29 Total $ 3,427 $ 1,409 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accrued Expenses and Other Current Liabilities | |
Summary of accrued expenses and other current liabilities | Accrued expenses and other current liabilities consist of the following (in thousands): March 31, 2021 December 31, 2020 Accrued manufacturing and clinical expenses $ 946 $ 462 Accrued board of director compensation 34 4 Accrued bonus 277 750 Accrued payroll and employee benefits 363 250 Accrued professional fees 1,385 806 Accrued other 268 265 Total $ 3,273 $ 2,537 |
Fair value (Tables)
Fair value (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair value | |
Summary of changes in the fair value of the embedded derivatives | Significant judgment is employed in determining the appropriateness of certain of these inputs. The changes in the fair value of the embedded derivatives was as follows (in thousands): Three months ended March 31, 2021 2020 Beginning balance $ 20,109 $ — Change in fair value recognized in net loss (5,994) — Settlement via conversion (14,375) — Foreign exchange translation 260 — Ending balance $ — $ — |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Share-Based Compensation | |
Fair value of each stock option issued to employees | Three months ended March 31, 2021 2020 Expected volatility 125.0 % 110.8 % Expected term (years) 6.42 6.03 Risk-free interest rate 0.7 % 1.7 % Expected dividend yield — % — % |
Schedule of share based compensation expense | Share based compensation expense is classified in the condensed consolidated statement of operations and comprehensive loss as follows (in thousands): Three months ended March 31, 2021 2020 Research and development $ 319 $ 183 General and administrative 478 673 Total $ 797 $ 856 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies | |
Schedule of right-of-use asset and a lease liability | The Company’s right-of-use asset and lease liability are as follows (in thousands): March 31, December 31, 2021 2020 Right-of-use asset $ 2,098 $ 2,136 Lease liability, current 198 192 Lease liability, noncurrent 1,435 1,472 |
Schedule of other information on lease liabilities | Three months ended March 31, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities $ 81 $ 75 |
Future annual minimum lease payments under operating leases | Future annual minimum lease payments under operating leases as of March 31, 2021 were as follows (in thousands): Remainder of 2021 $ 243 2022 324 2023 324 2024 324 2025 324 Thereafter 591 Total minimum lease payments $ 2,130 Less: imputed interest (497) Total lease liability $ 1,633 |
Nature of Business and Basis _2
Nature of Business and Basis of Presentation (Details) $ in Thousands | May 04, 2021 | Mar. 31, 2021USD ($)item | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Subsequent Event [Line Items] | ||||
Number of direct and indirect subsidiaries | item | 5 | |||
Share based compensation | $ 797 | $ 856 | ||
Share based compensation correction | Restatement | ||||
Subsequent Event [Line Items] | ||||
Share based compensation | $ 2,129 | |||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Stock Split | 309 |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Numerator: | ||
Net loss | $ (15,386) | $ (3,951) |
Net loss attributable to noncontrolling interest | 118 | 130 |
Net loss attributable to Vaccitech Plc. shareholders | $ (15,268) | $ (3,821) |
Denominator: | ||
Weighted-average ordinary shares outstanding, basic and diluted | 8,057,216 | 7,816,681 |
Net loss per share attributable to ordinary shareholders, basic and diluted | $ (1.90) | $ (0.49) |
Net Loss Per Share - Diluted we
Net Loss Per Share - Diluted weighted-average shares outstanding (Details) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Series A redeemable convertible preferred shares | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Shares excluded from the computation of diluted weighted-average shares outstanding | 6,818,085 | 6,818,085 |
Series B redeemable convertible preferred shares | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Shares excluded from the computation of diluted weighted-average shares outstanding | 12,785,802 | |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Shares excluded from the computation of diluted weighted-average shares outstanding | 1,895,097 | 1,244,961 |
Prepaid and other current ass_3
Prepaid and other current assets (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Prepaid and other current assets | ||
Prepayments and accrued income | $ 1,272 | $ 1,075 |
Value Added Tax receivable | 542 | 305 |
Deferred Offering costs | 1,611 | |
Others | 2 | 29 |
Total | $ 3,427 | $ 1,409 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Accrued Expenses and Other Current Liabilities | ||
Accrued manufacturing and clinical expenses | $ 946 | $ 462 |
Accrued board of director compensation | 34 | 4 |
Accrued bonus | 277 | 750 |
Accrued payroll and employee benefits | 363 | 250 |
Accrued professional fees | 1,385 | 806 |
Accrued other | 268 | 265 |
Total | $ 3,273 | $ 2,537 |
Series B shares (Details)
Series B shares (Details) $ in Thousands | Mar. 15, 2021USD ($)shares | Mar. 31, 2021shares |
Redeemable Noncontrolling Interest [Line Items] | ||
Offering price per share, threshold multiplier | 1.2 | |
Threshold gross proceeds | $ | $ 100,000 | |
Series B redeemable convertible preferred shares | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Stock issued | 28,957 | 28,957 |
Gross value of shares issued | $ | $ 125,239 | |
Transaction cost | $ | $ 3,402 | |
Deferred B shares | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Shares issued upon automatic conversion | 9 | |
Deferred C shares | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Shares issued upon automatic conversion | 309 | |
Ordinary Shares | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Shares issued upon conversion | 309 | |
Shares issued upon automatic conversion | 309 | |
Deferred Shares | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Shares issued upon conversion | 9 |
Convertible loan notes (Details
Convertible loan notes (Details) $ in Thousands | Mar. 15, 2021USD ($)shares | Mar. 31, 2021USD ($)shares |
Debt Instrument [Line Items] | ||
Change in fair value of conversion and redemption features embedded in the convertible loan notes | $ 5,994 | |
Loss on extinguishment of convertible loan notes | (13,789) | |
Convertible loan notes | ||
Debt Instrument [Line Items] | ||
Interest expense recognized | 2,650 | |
Change in fair value of conversion and redemption features embedded in the convertible loan notes | $ 5,994 | |
Loss on extinguishment of convertible loan notes | $ 2,125 | |
Series B redeemable convertible preferred shares | Convertible loan notes | ||
Debt Instrument [Line Items] | ||
Shares issued on conversion | shares | 12,421 | 12,421 |
Conversion price, multiplier | 0.8 | |
Fair value of shares issued on conversion | $ 53,721 | |
Loss on extinguishment of convertible loan notes | 13,789 | |
Carrying amounts of the convertible loan notes | 25,557 | |
Conversion and redemption feature liability | $ 14,375 |
Deferred A Shares (Details)
Deferred A Shares (Details) £ / shares in Units, £ in Thousands, $ in Thousands | Mar. 31, 2021GBP (£)£ / sharesshares | Mar. 31, 2021USD ($)shares | Dec. 31, 2020£ / shares |
Series A and Series B Redeemable Convertible Preferred Stock [Member] | |||
Shares issued on subdivision | 1 | 1 | |
Deferred A shares | |||
Shares issued on subdivision | 1 | 1 | |
Nominal value per share | £ / shares | £ 1 | £ 1 | |
Ordinary shares, liquidation preference | £ 1,000 | $ 1,373 |
Fair value (Details)
Fair value (Details) - Embedded derivatives $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ 20,109 |
Change in fair value recognized in net loss | (5,994) |
Settlement via conversion | (14,375) |
Foreign exchange translation | 260 |
Ending balance | $ 0 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional information (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 11, 2021 | Jan. 09, 2020 | Mar. 31, 2021 |
Stock option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options granted | 364,620 | 302,820 | |
Grant date fair value | $ 9.14 | $ 4.98 | |
Weighted average exercise price of options granted | $ 0.00003 | $ 0.000036 | |
Options outstanding | 1,895,097 | ||
Options Exercisable | 648,282 | ||
Weighted average exercise price of options outstanding | $ 0.0003 | ||
Weighted average exercise price of options exercisable | $ 0.0003 | ||
Unrecognized compensation cost related to options | $ 5,529 | ||
Compensation cost not yet recognized weighted average period | 2 years 10 months 10 days | ||
RSU | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation cost related to options | $ 0 | ||
Number of units converted to ordinary shares | 263,886 | ||
Percentage of fully diluted share capital | 1.50% | ||
RSU's outstanding | 264,042 | ||
Unrecognized compensation cost related to RSUs | $ 1,477 |
Share-Based Compensation - Fair
Share-Based Compensation - Fair value of each stock option issued to employees - (Details) - Employee | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility | 125.00% | 110.80% |
Expected term (years) | 6 years 5 months 1 day | 6 years 11 days |
Risk-free interest rate | 0.70% | 1.70% |
Share-Based Compensation - Shar
Share-Based Compensation - Share based compensation expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share based compensation expense | $ 797 | $ 856 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share based compensation expense | 319 | 183 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share based compensation expense | $ 478 | $ 673 |
Commitments and Contingencies -
Commitments and Contingencies - Effective data of the lease term (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Leases | ||
Right-of-use asset | $ 2,098 | $ 2,136 |
Lease liability, current | 198 | 192 |
Lease liability, noncurrent | $ 1,435 | $ 1,472 |
Maximum | In-License Agreements | ||
Other Commitments [Line Items] | ||
Percentage of future royalties for direct sales of a covered product | 5.00% | |
Net payments received for allowable sublicenses of technology developed | 7.00% | |
Minimum | In-License Agreements | ||
Other Commitments [Line Items] | ||
Percentage of future royalties for direct sales of a covered product | 1.00% | |
Net payments received for allowable sublicenses of technology developed | 3.00% |
Commitments and Contingencies_2
Commitments and Contingencies - Measurement of lease liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Leases | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 81 | $ 75 |
Operating lease costs | $ 92 | $ 85 |
Commitments and Contingencies_3
Commitments and Contingencies - Future annual minimum lease payments (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Future annual minimum lease payments under operating leases | |
Remainder of 2021 | $ 243 |
2022 | 324 |
2023 | 324 |
2024 | 324 |
2025 | 324 |
Thereafter | 591 |
Total minimum lease payments | 2,130 |
Less: imputed interest | (497) |
Total lease liability | $ 1,633 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands | Mar. 15, 2021USD ($)shares | Mar. 31, 2021USD ($)shares | Mar. 31, 2020USD ($) | Mar. 31, 2021€ / shares | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) |
Related Party Transaction [Line Items] | ||||||
Loss on conversion of convertible notes | $ (13,789) | |||||
Convertible loan notes | ||||||
Related Party Transaction [Line Items] | ||||||
Interest on convertible loans | $ 2,650 | |||||
Embedded Derivative | $ 0 | $ 7,356 | ||||
Loss on conversion of convertible notes | $ 2,125 | |||||
Series B redeemable convertible preferred shares | ||||||
Related Party Transaction [Line Items] | ||||||
Series B Shares issued (shares) | shares | 28,957 | 28,957 | ||||
Series B Shares issued | $ 121,837 | |||||
Carrying amount of these Series B shares | 23,276 | 0 | ||||
Series B redeemable convertible preferred shares | Convertible loan notes | ||||||
Related Party Transaction [Line Items] | ||||||
Series B Shares issued (shares) | shares | 2,008 | |||||
Loss on conversion of convertible notes | $ 13,789 | |||||
Chief Executive Officer | ||||||
Related Party Transaction [Line Items] | ||||||
Share price | € / shares | € 0.000025 | |||||
Chief Executive Officer | RSU | ||||||
Related Party Transaction [Line Items] | ||||||
Shares issued | shares | 263,886 | |||||
Shareholder of Oxford Sciences Innovation Plc | ||||||
Related Party Transaction [Line Items] | ||||||
Due to related party | 0 | 0 | ||||
Shareholder of Oxford Sciences Innovation Plc | Series B redeemable convertible preferred shares | ||||||
Related Party Transaction [Line Items] | ||||||
Series B Shares issued (shares) | shares | 3,468 | |||||
Series B Shares issued | $ 14,999 | |||||
Shareholder, the University of Oxford | ||||||
Related Party Transaction [Line Items] | ||||||
Due to related party | 0 | 300 | ||||
Oxford University Innovation Limited | ||||||
Related Party Transaction [Line Items] | ||||||
Due to related party | $ 90 | $ 25 | ||||
Oxford University Innovation Limited | Convertible loan notes | ||||||
Related Party Transaction [Line Items] | ||||||
Interest on convertible loans | $ 429 | $ 0 | ||||
Lease of a laboratory and office space in Oxford | Shareholder of Oxford Sciences Innovation Plc | ||||||
Related Party Transaction [Line Items] | ||||||
Related party expenses | 40 | 50 | ||||
Clinical study costs | Shareholder, the University of Oxford | ||||||
Related Party Transaction [Line Items] | ||||||
Related party expenses | 19 | 0 | ||||
Services From Oxford University Innovation Limited | Oxford University Innovation Limited | ||||||
Related Party Transaction [Line Items] | ||||||
Related party expenses | $ 116 | $ 70 |
Subsequent Events (Details)
Subsequent Events (Details) $ / shares in Units, $ in Thousands | May 04, 2021$ / sharesshares | Apr. 29, 2021USD ($)$ / sharesshares | Apr. 29, 2021£ / sharesshares | Mar. 31, 2021£ / sharesshares | Dec. 31, 2020£ / sharesshares |
Subsequent Event [Line Items] | |||||
Ordinary shares, nominal value | £ / shares | £ 0.000025 | £ 0.000025 | |||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Shares issued | 6,500,000 | ||||
Number of ordinary share | 1 | 1 | |||
Ordinary shares, nominal value | £ / shares | £ 0.000025 | ||||
Net proceeds | $ | $ 102,765 | ||||
Shares issued on conversion | 19,603,887 | ||||
Deferred shares, shares issued | 570,987 | ||||
Stock Split | 309 | ||||
RSU's vested | 250,881 | ||||
Grant date fair value (in dollars per share) | $ / shares | $ 17 | ||||
Percentage of fully diluted share capital | 1.50% | ||||
Deferred A shares | |||||
Subsequent Event [Line Items] | |||||
Deferred shares, shares issued | 63,443 | 0 | |||
ADR | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Public offering price | $ / shares | $ 17 |