Document and Entity Information
Document and Entity Information | 3 Months Ended |
Mar. 31, 2022 | |
Document Information [Line Items] | |
Document Type | 6-K |
Document Period End Date | Mar. 31, 2022 |
Entity Registrant Name | Evaxion Biotech A/S |
Entity Central Index Key | 0001828253 |
Current Fiscal Year End Date | --12-31 |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | Q1 |
Amendment Flag | false |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Interim Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating expenses: | ||
Research and development | $ 4,804 | $ 3,893 |
General and administrative | 1,595 | 1,282 |
Total operating expenses | 6,399 | 5,175 |
Operating loss | (6,399) | (5,175) |
Finance income | 519 | 972 |
Finance expenses | (158) | (297) |
Net loss before tax | (6,038) | (4,500) |
Income tax benefit | 247 | 407 |
Net loss for the period | (5,791) | (4,093) |
Net loss attributable to shareholders of Evaxion Biotech A/S | (5,791) | (4,093) |
Other comprehensive income that may be reclassified to profit or loss in subsequent periods: | ||
Exchange differences on translation of foreign operations | 18 | 29 |
Tax on other comprehensive income | (6) | |
Other comprehensive income that will not be reclassified to profit or loss in subsequent periods: | ||
Exchange differences on currency translation to presentation currency | (620) | (758) |
Other comprehensive loss for the period, net of tax | (602) | (735) |
Total comprehensive loss | (6,393) | (4,828) |
Total comprehensive loss attributable to shareholders of Evaxion Biotech A/S | $ (6,393) | $ (4,828) |
Loss per share - basic (in USD per share) | $ (0.25) | $ (0.23) |
Loss per share - diluted (in USD per share) | $ (0.25) | $ (0.23) |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Interim Statements of Financial Position - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Non-current assets | ||
Intangible assets | $ 91 | $ 93 |
Property and equipment | 5,111 | 5,174 |
Government grants receivables, non-current | 89 | |
Tax receivables, non-current | 245 | |
Leasehold deposits, non-current | 165 | 191 |
Total non-current assets | 5,701 | 5,458 |
Current assets | ||
Prepayments and other receivables | 2,581 | 1,138 |
Deferred offering costs | 10 | |
Government grants receivables, current | 561 | 563 |
Tax receivables, current | 821 | 838 |
Cash and cash equivalents | 31,409 | 32,166 |
Total current assets | 35,382 | 34,705 |
TOTAL ASSETS | 41,083 | 40,163 |
EQUITY AND LIABILITIES | ||
Share capital | 3,755 | 3,755 |
Other reserves | 78,512 | 79,114 |
Accumulated deficit | (55,878) | (50,432) |
Total equity | 26,389 | 32,437 |
Non-current liabilities | ||
Lease liabilities, non-current | 2,138 | 2,206 |
Borrowings, non-current | 7,719 | 1,044 |
Provisions | 150 | 153 |
Total non-current liabilities | 10,007 | 3,403 |
Current liabilities | ||
Lease liabilities, current | 311 | 314 |
Warrant liability | 1,021 | |
Borrowings, current | 125 | 126 |
Trade payables | 2,486 | 2,848 |
Other payables | 744 | 1,035 |
Total current liabilities | 4,687 | 4,323 |
Total liabilities | 14,694 | 7,726 |
TOTAL EQUITY AND LIABILITIES | $ 41,083 | $ 40,163 |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Interim Statements of Changes in Equity kr in Thousands, $ in Thousands | Share capitalUSD ($) | Share capitalDKK (kr) | Share premiumUSD ($) | Foreign currency translation ReserveUSD ($) | Accumulated deficitUSD ($) | USD ($) |
Equity at Dec. 31, 2020 | $ 2,648 | $ 31,443 | $ 226 | $ (27,279) | $ 7,038 | |
Net loss for the period | (4,093) | (4,093) | ||||
Other comprehensive income | (729) | (729) | ||||
Tax effect on OCI | (6) | (6) | ||||
Share-based compensation | 294 | 294 | ||||
Issuance of shares for cash | 484 | 29,516 | 30,000 | |||
Transaction costs | (4,705) | (4,705) | ||||
Equity at Mar. 31, 2021 | 3,132 | 56,254 | (509) | (31,078) | 27,799 | |
Equity at Dec. 31, 2021 | 3,755 | kr 23,204 | 80,430 | (1,316) | (50,432) | 32,437 |
Net loss for the period | (5,791) | (5,791) | ||||
Other comprehensive income | (602) | (602) | ||||
Share-based compensation | 0 | 0 | 0 | 345 | 345 | |
Equity at Mar. 31, 2022 | $ 3,755 | kr 23,204 | $ 80,430 | $ (1,918) | $ (55,878) | $ 26,389 |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Interim Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating activities: | ||
Net loss for the period | $ (5,791) | $ (4,093) |
Adjustments for non-cash items | (129) | (978) |
Interest paid | (97) | (2) |
Cash flow from operating activities before changes in working capital | (6,017) | (5,073) |
Cash flow from changes in working capital: | ||
Changes in net working capital | (2,169) | 1,038 |
Net cash used in operating activities | (8,186) | (4,035) |
Investing activities: | ||
Investment in intangible assets | (60) | |
Purchase of property, plant and equipment | (181) | (282) |
Receipt (payment) of non-current financial assets - leasehold deposits | 22 | 15 |
Net cash used in investing activities | (159) | (327) |
Financing activities: | ||
Proceeds from issuance of shares | 27,900 | |
Transaction costs related to issuance of shares | (2,605) | |
Proceeds from borrowings | 7,849 | |
Repayment of borrowings | (30) | |
Leasing installments | (81) | (43) |
Net cash provided by / (used in) financing activities | 7,738 | 25,252 |
Net increase/ (decrease) in cash and cash equivalents | (607) | 20,890 |
Cash and cash equivalents at January 1 | 32,166 | 5,834 |
Exchange rate adjustments on cash and cash equivalents | (150) | 231 |
Cash and cash equivalents at March 31 | $ 31,409 | $ 26,955 |
General Company Information
General Company Information | 3 Months Ended |
Mar. 31, 2022 | |
General Company Information | |
General Company Information | Note 1. General Company Information Evaxion Biotech A/S (the “Company” or “Evaxion”) is an artificial intelligence (“AI”)-immunology platform company that uses its proprietary AI technology, engineering expertise and drug development know-how to simulate the human immune system and generate predictive models to identify and develop efficacious immunotherapies for patients in the global market. Unless the context otherwise requires, references to the “Company,” “we,” “us,” and “our”, refer to Evaxion Biotech A/S and its subsidiaries. Evaxion is a public limited liability company incorporated and domiciled in Denmark with its registered office located at Dr. Neergaards Vej 5f, DK-2970 Hørsholm, Denmark. The unaudited condensed consolidated interim financial statements of Evaxion Biotech and its subsidiary (collectively, the “Group”) for the three months ended March 31, 2022 and 2021, were approved, and authorized for issuance, by the Audit Committee of the board of directors on May 10, 2022. Liquidity We anticipate incurring additional losses until such time, if ever, we can complete our research and development (“R&D”) activities and obtain an out-licensing partnership for our product candidates and generate revenues from such product candidates. Substantial additional financing will be needed by us to fund our operations and to continue development of our product candidates. We expect to finance cash needs through equity offerings, debt financings or other capital sources, including potential collaborations, licenses and other similar arrangements. We may be unable to raise additional funds or enter into such other arrangements when needed on favorable terms or at all. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interest of current shareholders could be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of the current shareholders. Debt financing and equity financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends. If we raise funds through collaborations, licenses and other similar arrangements with third parties, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs or product candidates or grant licenses on terms that may not be favorable and/or may reduce the value of our ordinary shares. Failure to raise capital or enter into such other arrangements when needed could have a negative impact on financial conditions and our ability to pursue our business plans and strategies. If we are unable to raise additional capital when needed, we could be forced to delay, limit, reduce or terminate our product candidate development or grant rights to develop and market our product candidates. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies Basis of preparation The unaudited condensed consolidated interim financial statements of the Company are prepared in accordance with International Accounting Standard 34, “ Interim Financial Reporting The accounting policies applied are consistent with the accounting policies as outlined in the basis of presentation section included in Note 2 of the audited financial statements as of and for the year ended December 31, 2021. As of January 1, 2022, the following accounting policy in respect to the Company’s loan and warrants with European Investment Bank (“EIB”) are in effect: EIB Loan All loans and borrowings are classified as financial liabilities and are initially recorded at fair value less the value attributable to any separately accounted for embedded derivative. Further, considerations from the lender for other elements in the transaction are accounted for separately. After initial recognition, any such loans and borrowings are measured at amortized cost using the effective interest method, with the amortization recognized in finance costs. In August 2020, the Company executed a loan agreement, or the EIB Loan, for a principal amount of €20.0 million, divided into three tranches. On February 17, 2022 the first tranche of the Company’s loan agreement with EIB was drawn down. The loan is initially recorded at fair value less the value attributable to any separately accounted for embedded derivative. The loan is subsequently measured at amortized cost, with the unwinding of the discount recorded in finance costs over the life of the loan. EIB Warrants On February 17, 2022, warrants were issued to EIB as part of the draw down of the first tranche of the EIB Loan. The warrants are part of the overall return to EIB on the financing arrangement and are thus accounted for in accordance with the Financial Instruments Standards (IAS) 32 and IFRS 9. EIB is entitled to elect net in cash settlement at any time, and consequently a financial liability for the redemption amount is recognized. The liability is measured initially at its fair value and is subsequently remeasured at the redemption amount. The redemption amount is an amount equal to the volume weighted average price per ordinary share, or VWAP, for a period of six months following the exercise of the cash settlement option. The remeasurements are presented as finance expense or finance income. Basis of preparation - continued The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates and requires management to exercise its judgment in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the unaudited condensed consolidated interim financial statements are disclosed in Note 3. Reclassifications of prior period presentation Certain items in prior year condensed consolidated financial statements have been reclassified to conform to the current period’s presentation. Standards issued but not yet effective There were a number of standards and interpretations which were issued but were not yet effective at March 31, 2022 and have not been adopted for these financial statements, including: ● Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current (January 1, 2023) ● Amendment to IAS 1 Presentation of Financial Statements: Disclosure of Accounting Policies (January 1, 2023) ● Amendment to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates (January 1, 2023) The Company expects to adopt these standards, updates and interpretations when they become mandatory. These standards are not expected to have a significant impact on disclosures or amounts reported in the Company’s financial statements in the period of initial application and future reporting periods. |
Significant Accounting Judgemen
Significant Accounting Judgements, Estimates, and Assumptions | 3 Months Ended |
Mar. 31, 2022 | |
Significant Accounting Judgements, Estimates, and Assumptions | |
Significant Accounting Judgements, Estimates, and Assumptions | Note 3. Significant Accounting Judgements, Estimates, and Assumptions In the application of our accounting policies, the Company is required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. The unaudited condensed consolidated interim financial statements do not include all disclosures for critical accounting judgments and estimation uncertainties that are required in the annual consolidated financial statements, and therefore, should be read in conjunction with the Company’s audited consolidated financial statements as of and for the year ended December 31, 2021. Significant accounting estimates made in the process of applying our accounting policies and that have the most significant effect on the amounts recognized in our unaudited condensed consolidated interim financial statements relate to share-based compensation. See Note 7 below for additional information regarding share-based compensation. There have been no other changes to the application of critical accounting judgments, or estimation uncertainties regarding accounting estimates. |
Significant Events in the Repor
Significant Events in the Reporting Period | 3 Months Ended |
Mar. 31, 2022 | |
Significant Events in the Reporting Period | |
Significant Events in the Reporting Period | Note 4. Significant Events in the Reporting Period Impact from COVID-19 The Company is closely monitoring the potential impact of COVID-19 on the 2022 financial results and cash flows and beyond. The Company’s top priority remains the health and safety of its staff and the patients in the studies. The Company maintains compliance with government and health authorities. Additionally, we have adapted the way in which we work to ensure we are doing our part in reducing transmission of COVID-19. The Company has worked closely with laboratories and investigators to ensure safe continuation and working requirements of our ongoing research activities and human clinical trials. The Company has not experienced a materially negative impact from COVID-19. As of March 31, 2022, the impact of the COVID-19 pandemic continues to unfold. As events continue to evolve and additional information becomes available, our estimates may change materially in the future. While business travel has been limited, the Company has remained active and effective in the process of raising capital with institutional investors by conducting key meetings on a virtual basis. Russia’s Invasion of Ukraine On February 24, 2022, Russia invaded Ukraine creating a global conflict. The resulting conflict and retaliatory measures by the global community have created global security concerns, including the possibility of expanded regional or global conflict, which have had, and are likely to continue to have, short-term and more likely longer-term adverse impacts on Ukraine and Europe and around the globe. Potential ramifications include disruption of the supply chain including research activities and complications with the conduct of ongoing and future clinical trials of our product candidates, including patient enrollment. The Company relies on global networks of contract research organizations and clinical trial sites to enroll patients. Delays in research activities or in the conduct of our clinical trials could increase associated costs and, depending upon the duration of any delays, require us to find alternative suppliers at additional expense. In addition, the conflict between Russia and the Ukraine has had significant ramifications on global financial markets, which may adversely impact our ability to raise capital on favorable terms or at all. Stock Split On January 4, 2021, the Company effected the Stock Split resulting in a reduction of the nominal value of the Company’s ordinary shares from DKK 2 to DKK 1. |
Borrowings
Borrowings | 3 Months Ended |
Mar. 31, 2022 | |
Borrowings | |
Borrowings | Note 5. Borrowings Loan from Lessor In October 2020, the Company entered into a lease for approximately 1,356 square meters, which is allocated on 839 square meters of office space, and 518 square meters of laboratory space in Hørsholm, Denmark. In addition to the ordinary lease payments, the Company obtained financing from DTU Science Park A/S (“DTU”) for rebuilding the laboratory facility and engineering building to match the Company’s needs. The Company will repay the $1.3 million financing at a fixed interest rate of 6% over 8 years. If the lease is terminated due to default by the Company before the outstanding balance, including interest accrued, has been repaid, the remaining balance is due immediately. The finance liability is recorded at cost, which approximates fair value at the time of issuance. As of March 31, 2022, the Company is still in discussions with DTU on the actual costs incurred. For the three months ended March 31, 2022, interest expense related to the Loan from lessor was immaterial. As a result of the finance structure this amount is not included as Purchase of property, plant and equipment EIB Loan In August 2020, the Company executed the EIB Loan with EIB, for a principal amount of €20.0 million, divided into three tranches of tranche 1 in the amount of €7.0 million, tranche 2 in the amount of €6.0 million and tranche 3 in the amount of €7.0 million. Under the EIB Loan Agreement, the tranche balances are due six years from their respective disbursement dates. During the year ended December 31, 2021, the Company initiated the draw of the first tranche of the EIB Loan Agreement. The Company received the proceeds from the draw of the first tranche of €7.0 million (approximately $7.7 million) on February 17, 2022. For the three months ended March 31, 2022, interest expense related to the EIB Loan was $0.1 million. The loan is repayable in full 6 years after draw down. Borrowings are summarized as follows (in thousands): March 31, December 31, 2022 2021 Loan from lessor $ 1,116 $ 1,170 EIB Loan 6,728 — Total Borrowings 7,844 1,170 Less: Borrowings, current portion (125) (126) Total Borrowings, net of current portion $ 7,719 $ 1,044 |
Warrant Liability
Warrant Liability | 3 Months Ended |
Mar. 31, 2022 | |
Warrant Liability | |
Warrant Liability | Note 6. Warrant Liability The Company received the proceeds from the draw of the first tranche of the EIB Loan on February 17, 2022. In connection therewith, EIB received 351,036 EIB Warrants, at an exercise price of DKK 1 per warrant, which vested immediately, pursuant to the terms of a separate warrant agreement, or the EIB Warrant Agreement. The warrants are exercisable at any time after issuance either net in cash or through payment of the exercise price and receipt of shares. Therefore, the warrant liability is recognized in full upon issuance. The liability is measured initially at its fair value, and is subsequently remeasured at the present value of the redemption amount. Due to the fact that the exercise price is insignificant compared to the share price, there is virtually no time value. Consequently, the present value of the redemption amount is equal to the current share price. As the warrant liability is a non-cash financing cost the amount related to the initial recognition of the warrant liability is not included within the condensed consolidated interim statements of cash flows. The following table sets forth the changes to the warrant liability: Warrant Liability (USD in thousands) Carrying amount at January 1, 2022 $ — Initial recognition of warrant liability 1,007 Remeasurement 14 Carrying amount at March 31, 2022 $ 1,021 |
Share-Based Payments
Share-Based Payments | 3 Months Ended |
Mar. 31, 2022 | |
Share-Based Payments | |
Share-Based Payments | Note 7. Share-Based Payments Warrant Program and Amendments The Company’s Articles of Association allow for the granting of equity compensation, in the form of equity settled warrants, to employees, consultants and Scientific Advisory Board members who provide services similar to employees, members of executive management, and the board of directors. The warrants granted in 2018 or prior become exercisable upon an exit event, which triggers an immediate vesting, or at any time as determined by the board of directors in accordance with the terms of the plan. The warrants granted in 2021 vest either gradually over 36 months or vest immediately. Vested warrants granted in 2021 are exercisable in certain exercise windows beginning in the second half of the year of 2021. Warrants granted up until 2019 expire on December 31, 2036. Warrants granted in 2021 expire on December 31, 2031. For the three months ended March 31, 2022 and 2021, the number of warrants as a percentage of outstanding ordinary shares was 11.9% and 11.5%, respectively. On January 4, 2021, the Company effected its Stock Split which also resulted in a reduction of the nominal value of the Company’s ordinary shares from DKK 2 to DKK 1. In accordance with the anti-dilution provisions of the warrant agreements, the number of warrants was increased by a ratio of 36 and the exercise price was decreased from DKK 2 to 1 DKK. Accordingly, information related to the Company’s warrants, have been retroactively adjusted to reflect the stock split and the bonus shares for all periods presented. The following schedule specifies the granted warrants: Weighted Average Exercise Number of Price/Share warrants (DKK) Warrants granted as at December 31, 2021 2,732,618 DKK 7.53 (1) Warrants granted 35,000 USD 2.96 Warrants forfeited (2,899) USD 5.35 Warrants cancelled — – Warrants granted as at March 31, 2022 (3) 2,764,719 DKK 7.81 (2) Warrants exercisable as at March 31, 2022 2,158,097 DKK 2.06 (2) Weighted Average Exercise Number of Price/Share warrants (DKK) Warrants granted as at December 31, 2020 2,228,076 DKK 1 Warrants granted — 1 Warrants forfeited (7,566) 1 Warrants cancelled (10,404) 1 Warrants granted as at March 31, 2021 2,210,606 DKK 1 Warrants exercisable as at March 31, 2021 — — (1) (2) (3) During the three months ended March 31, 2022, the company granted 35,000 warrants, of which 25,000 were granted to its Chief Operating Officer (“COO”). All granted warrants will vest over 36 months. Employees will be entitled to receive a number of warrants based on the individual employee’s grade and performance for 2022. The warrants will be granted in December 2022 at the share price equal to the fair market value thereof on the date of grant and will vest monthly over 36 months beginning January 1, 2023. For the three months ended March 31, 2022 and March 31, 2021, a service cost of $0.3 million and $0.3 million has been recognized respectively, based on the estimated fair value of the warrants expected to be granted. Subsequent to the Company’s IPO, determining the initial fair value and subsequent accounting for equity awards require significant judgment regarding expected life and volatility of an equity award; however, as a public listed company there is objective evidence of the fair value of an ordinary share on the date an equity award is granted. On the other hand, due to the fact that as of 2021, warrants will be granted at the share price on the date of grant, fair value comprises a time value which is significantly affected by the expected life and expected volatility. The expected life of a warrant is based on the assumption that the holder will not exercise until after the equity award is fully vested. Actual exercise patterns may differ from the assumption used herein. The expected volatility is based on peer group data and reflects the assumption that the historical volatility over a period similar to the life of the warrant is indicative of future trends, which may not necessarily be the actual outcome. The peer group consists of listed companies that management believes are similar to the Company in respect to industry and stage of development. Even with objective evidence of the fair value of an ordinary share, small changes in any other individual assumption or in combination with other assumptions could have resulted in significantly different valuations. |
Capital Structure and Financial
Capital Structure and Financial Matters | 3 Months Ended |
Mar. 31, 2022 | |
Capital Structure and Financial Matters | |
Capital Structure and Financial Matters | Note 8. Capital Structure and Financial Matters Share Capital – Ordinary Shares There are no changes Number of Share Capital Ordinary Shares (DKK in thousands) Share capital, December 31, 2021 23,203,808 23,204 Share capital, March 31, 2022 23,203,808 23,204 |
Events After the Reporting Peri
Events After the Reporting Period | 3 Months Ended |
Mar. 31, 2022 | |
Events After the Reporting Period | |
Events After the Reporting Period | Note 9. Change of Chief Business Officer and Interim Chief Financial Officer; Appointment of New Interim Chief Financial Officer Effective April 1, 2022, the Company’s Chief Business Officer and Interim Chief Financial Officer resigned from these positions with the Company. The Company’s Chief Operating Officer has been appointed as Interim Chief Financial Officer effective April 1, 2022. Legal Proceeding On April 28, 2022, the Company received formal notice that on April 21, 2022, Statens Serum Institut (“SSI”), had initiated a legal proceeding against the Company in The Danish Maritime and Commercial High Court (Sø og Handelsretten), claiming sole ownership of a patent application (PCT/EP2020/050058 and subsequently national filings, EP3906045), the Companywe filed related to a method for treating malignant neoplasm by administering a composition comprising a high dose of neopeptides, a solvent and SSI’s liposomal adjuvant, CAF®09b, for which the Company have a non-exclusive, royalty-bearing sub-licensable license to use from SSI (the “Invention”). The patent application for the Invention relates solely to the use of the adjuvant CAF®09b in conjunction with a high dose of neopeptides in our EVX-01 product candidate. SSI’s claim to the patent application does not relate to any other aspect of the Company’s patent portfolio covering EVX-01 or the PIONEER platform technology. The patent application stems from work the Company we performed under a collaboration agreement the Company entered into with SSI, DTU, Center for Cancer Immune Therapy (Herlev Hospital) and the Center for Genomic Medicine (Rigshospitalet). The patent application names the Company and certain of the Company’s employees as the sole invertors of the Invention. In its filing, SSI’s primary claim is that the Invention disclosed in the patent application was not made by the Company and its and our employees, but rather, that SSI and members of its staff made the Invention and, therefore, SSI and certain of its staff members should be listed as the sole inventors of the Invention. In the alternative, SSI claims that it should have co-ownership with the Company of the patent application and the Invention. While it is too early to fully assess how the court will resolve this matter, it is the Company’s position that the Company and its employees are the sole inventors of the Invention. The Company’s believes that it has strong defenses against SSI’s claim and that SSI’s claim is without merit. The Company intends to vigorously defend the action. In any event, even if SSI’s claim were to be upheld by the court, while no assurance can be given, the Company does not expect that it would have a material impact on its rights to use the Invention in the development and commercialization of EVX-01, as the Company believes that such rights are covered by its current license agreement with SSI and SSI would be excluded from enforcing its rights in the Invention to prevent the Company from developing and commercializing its EVX-01 product candidate. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Summary of Significant Accounting Policies | |
Basis of preparation | Basis of preparation The unaudited condensed consolidated interim financial statements of the Company are prepared in accordance with International Accounting Standard 34, “ Interim Financial Reporting The accounting policies applied are consistent with the accounting policies as outlined in the basis of presentation section included in Note 2 of the audited financial statements as of and for the year ended December 31, 2021. As of January 1, 2022, the following accounting policy in respect to the Company’s loan and warrants with European Investment Bank (“EIB”) are in effect: |
EIB Loan | EIB Loan All loans and borrowings are classified as financial liabilities and are initially recorded at fair value less the value attributable to any separately accounted for embedded derivative. Further, considerations from the lender for other elements in the transaction are accounted for separately. After initial recognition, any such loans and borrowings are measured at amortized cost using the effective interest method, with the amortization recognized in finance costs. In August 2020, the Company executed a loan agreement, or the EIB Loan, for a principal amount of €20.0 million, divided into three tranches. On February 17, 2022 the first tranche of the Company’s loan agreement with EIB was drawn down. The loan is initially recorded at fair value less the value attributable to any separately accounted for embedded derivative. The loan is subsequently measured at amortized cost, with the unwinding of the discount recorded in finance costs over the life of the loan. |
EIB Warrants | EIB Warrants On February 17, 2022, warrants were issued to EIB as part of the draw down of the first tranche of the EIB Loan. The warrants are part of the overall return to EIB on the financing arrangement and are thus accounted for in accordance with the Financial Instruments Standards (IAS) 32 and IFRS 9. EIB is entitled to elect net in cash settlement at any time, and consequently a financial liability for the redemption amount is recognized. The liability is measured initially at its fair value and is subsequently remeasured at the redemption amount. The redemption amount is an amount equal to the volume weighted average price per ordinary share, or VWAP, for a period of six months following the exercise of the cash settlement option. The remeasurements are presented as finance expense or finance income. Basis of preparation - continued The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates and requires management to exercise its judgment in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the unaudited condensed consolidated interim financial statements are disclosed in Note 3. |
Reclassifications of prior period presentation | Reclassifications of prior period presentation Certain items in prior year condensed consolidated financial statements have been reclassified to conform to the current period’s presentation. |
Standards issued but not yet effective | Standards issued but not yet effective There were a number of standards and interpretations which were issued but were not yet effective at March 31, 2022 and have not been adopted for these financial statements, including: ● Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current (January 1, 2023) ● Amendment to IAS 1 Presentation of Financial Statements: Disclosure of Accounting Policies (January 1, 2023) ● Amendment to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates (January 1, 2023) The Company expects to adopt these standards, updates and interpretations when they become mandatory. These standards are not expected to have a significant impact on disclosures or amounts reported in the Company’s financial statements in the period of initial application and future reporting periods. |
Borrowings (Tables)
Borrowings (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Borrowings | |
Schedule of borrowings | Borrowings are summarized as follows (in thousands): March 31, December 31, 2022 2021 Loan from lessor $ 1,116 $ 1,170 EIB Loan 6,728 — Total Borrowings 7,844 1,170 Less: Borrowings, current portion (125) (126) Total Borrowings, net of current portion $ 7,719 $ 1,044 |
Warrant Liability (Tables)
Warrant Liability (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Warrant Liability | |
Schedule of changes to the warrant liability | Warrant Liability (USD in thousands) Carrying amount at January 1, 2022 $ — Initial recognition of warrant liability 1,007 Remeasurement 14 Carrying amount at March 31, 2022 $ 1,021 |
Share-Based Payments (Tables)
Share-Based Payments (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-Based Payments | |
Schedule of granted warrants | Weighted Average Exercise Number of Price/Share warrants (DKK) Warrants granted as at December 31, 2021 2,732,618 DKK 7.53 (1) Warrants granted 35,000 USD 2.96 Warrants forfeited (2,899) USD 5.35 Warrants cancelled — – Warrants granted as at March 31, 2022 (3) 2,764,719 DKK 7.81 (2) Warrants exercisable as at March 31, 2022 2,158,097 DKK 2.06 (2) Weighted Average Exercise Number of Price/Share warrants (DKK) Warrants granted as at December 31, 2020 2,228,076 DKK 1 Warrants granted — 1 Warrants forfeited (7,566) 1 Warrants cancelled (10,404) 1 Warrants granted as at March 31, 2021 2,210,606 DKK 1 Warrants exercisable as at March 31, 2021 — — (1) (2) (3) |
Capital Structure and Financi_2
Capital Structure and Financial Matters (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Capital Structure and Financial Matters | |
Schedule of changes in the share capital | Number of Share Capital Ordinary Shares (DKK in thousands) Share capital, December 31, 2021 23,203,808 23,204 Share capital, March 31, 2022 23,203,808 23,204 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - EBI loan (Details) - EIB Loan Agreement € in Millions | Feb. 17, 2022 | Aug. 31, 2020EUR (€)tranche |
Disclosure of detailed information about borrowings [line items] | ||
Principal amount | € | € 20 | |
Number of tranches | tranche | 3 | |
Period of calculation of weighted average price per ordinary share, or VWAP | 6 months |
Significant Events in the Rep_2
Significant Events in the Reporting Period (Details) | Jan. 04, 2021kr / shares |
Nominal value per share prior to stock split | kr 2 |
Nominal value per share | kr 1 |
Borrowings - Loan from Lessor (
Borrowings - Loan from Lessor (Details) $ in Thousands | 1 Months Ended | ||
Oct. 31, 2020USD ($)m² | Mar. 31, 2022USD ($) | Dec. 31, 2021USD ($) | |
Disclosure of financial liabilities [line items] | |||
Lease area (in square meters) | 1,356 | ||
Borrowings. | $ | $ 7,844 | $ 1,170 | |
DTU Financing | |||
Disclosure of financial liabilities [line items] | |||
Interest rate | 6.00% | ||
Payment period | 8 years | ||
Borrowings. | $ | $ 1,300 | $ 1,116 | $ 1,170 |
Office space | |||
Disclosure of financial liabilities [line items] | |||
Lease area (in square meters) | 839 | ||
Laboratory space | |||
Disclosure of financial liabilities [line items] | |||
Lease area (in square meters) | 518 |
Borrowings - EIB Loan (Details)
Borrowings - EIB Loan (Details) - EIB Loan € in Millions, $ in Millions | Feb. 17, 2022EUR (€) | Feb. 17, 2022USD ($) | Aug. 31, 2020EUR (€)tranche | Mar. 31, 2022USD ($) |
Disclosure of detailed information about borrowings [line items] | ||||
Principal amount | € 20 | |||
Number of tranches | tranche | 3 | |||
Debt instrument term | 6 years | |||
Interest expense | $ | $ 0.1 | |||
Long-term Debt, Repayment Period | 6 years | |||
Tranche 1 | ||||
Disclosure of detailed information about borrowings [line items] | ||||
Principal amount | € 7 | |||
Proceeds from the draw of loan agreement | € 7 | $ 7.7 | ||
Tranche 2 | ||||
Disclosure of detailed information about borrowings [line items] | ||||
Principal amount | 6 | |||
Tranche 3 | ||||
Disclosure of detailed information about borrowings [line items] | ||||
Principal amount | € 7 |
Borrowings - Summary (Details)
Borrowings - Summary (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Oct. 31, 2020 |
Disclosure of detailed information about borrowings [line items] | |||
Total Borrowings | $ 7,844 | $ 1,170 | |
Less: Loan from lessor, current portion | (125) | (126) | |
Total Borrowings, net of current portion | 7,719 | 1,044 | |
DTU Financing | |||
Disclosure of detailed information about borrowings [line items] | |||
Total Borrowings | 1,116 | $ 1,170 | $ 1,300 |
EIB Loan | |||
Disclosure of detailed information about borrowings [line items] | |||
Total Borrowings | $ 6,728 |
Warrant Liability (Details)
Warrant Liability (Details) $ in Thousands | Feb. 17, 2022kr / sharesshares | Mar. 31, 2022USD ($) |
Reconciliation of changes in fair value measurement, liabilities [abstract] | ||
Liabilities at beginning of period | $ 7,726 | |
Liabilities at end of period | 14,694 | |
EIB Warrants | ||
Reconciliation of changes in fair value measurement, liabilities [abstract] | ||
Warrants received (in shares) | shares | 351,036 | |
warrants exercise price | kr / shares | kr 1 | |
Warrant liability | ||
Reconciliation of changes in fair value measurement, liabilities [abstract] | ||
Liabilities at beginning of period | 0 | |
Initial recognition of warrant liability | 1,007 | |
Remeasurement | 14 | |
Liabilities at end of period | $ 1,021 |
Share-Based Payments - Warrants
Share-Based Payments - Warrants (Details) $ / shares in Units, $ in Millions | Jan. 04, 2021kr / shares | Mar. 31, 2022USD ($)$ / shares | Mar. 31, 2021kr / shares | Mar. 31, 2021USD ($) |
Share-Based Payments | ||||
Warrants as a percentage of outstanding shares | 11.90% | 11.50% | ||
Nominal value per share prior to stock split | kr 2 | |||
Nominal value per share | 1 | |||
Estimated fair value of warrants | $ | $ 0.3 | $ 0.3 | ||
Warrants. | ||||
Share-Based Payments | ||||
Vesting period | 36 months | |||
Warrants granted | 35,000 | |||
Warrants granted, price per share | (per share) | $ 2.96 | kr 1 | ||
Warrants. | COO | ||||
Share-Based Payments | ||||
Warrants granted | 25,000 | |||
Ordinary Shares | Stock Split | ||||
Share-Based Payments | ||||
Nominal value per share prior to stock split | 2 | |||
Nominal value per share | kr 1 | |||
Ordinary Shares | Warrants. | Stock Split | ||||
Share-Based Payments | ||||
Increase in number of warrants, ratio | 36 | |||
Warrants granted exercise price, prior to stock split | kr 2 | |||
Warrants granted, price per share | kr 1 |
Share-Based Payments - Schedule
Share-Based Payments - Schedule of Warrants (Details) - Warrants. | 3 Months Ended | ||
Mar. 31, 2022kr / shares | Mar. 31, 2022kr / shares$ / shares | Mar. 31, 2021kr / shares | |
Number of warrants outstanding | |||
Warrants granted at beginning of period | 2,732,618 | 2,732,618 | 2,228,076 |
Warrants granted | 35,000 | 35,000 | |
Warrants forfeited | (2,899) | (2,899) | (7,566) |
Warrants cancelled | (10,404) | ||
Warrants granted at end of period | 2,764,719 | 2,764,719 | 2,210,606 |
Warrants exercisable | (2,158,097) | (2,158,097) | |
Weighted Average Exercise Price/Share (DKK) | |||
Warrants granted at beginning of period, price per share | kr 7.53 | kr 1 | |
Warrants granted, price per share | (per share) | $ 2.96 | 1 | |
Warrants forfeited, price per share | (per share) | $ 5.35 | 1 | |
Warrants cancelled, price per share | 1 | ||
Warrants granted at end of period, price per share | 7.81 | kr 1 | |
Warrants exercisable, price per share | kr 2.06 | $ 2.06 |
Capital Structure and Financi_3
Capital Structure and Financial Matters - Changes in Share Capital (Details) kr in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022DKK (kr)shares | Mar. 31, 2022USD ($)shares | |
Capital Structure and Financial Matters | ||
Equity | $ | $ 32,437 | |
Equity | $ | $ 26,389 | |
Increase (decrease) in number of shares outstanding | 0 | 0 |
Increase (decrease) in equity | kr | kr 0 | |
Share capital | ||
Capital Structure and Financial Matters | ||
Equity | 23,204 | $ 3,755 |
Equity | kr 23,204 | $ 3,755 |
Ordinary Shares | ||
Capital Structure and Financial Matters | ||
Share capital, shares, beginning of year | 23,203,808 | 23,203,808 |
Share capital, shares, end of the period | 23,203,808 | 23,203,808 |