Summary of Basis of Presentation and Significant Accounting Policies	9 Months Ended
Sep. 30, 2022
Accounting Policies [Abstract]
Summary of Basis of Presentation and Significant Accounting Policies	2. Summary of Basis of Presentation and Significant Accounting Policies Basis of Presentation and Principles of Consolidation The unaudited condensed consolidated financial statements that accompany these notes have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") and applicable rules and regulations of the Securities and Exchange Commission ("SEC") for interim financial reporting, consistent in all material respects with those applied in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021 ("2021 Annual Report") as filed with the SEC on March 10, 2022. Any reference in these notes to applicable guidance is meant to refer to the authoritative accounting principles generally accepted in the U.S. as found in the Accounting Standard Codification ("ASC") and Accounting Standards Update ("ASU") of the Financial Accounting Standards Board ("FASB"). This report should be read in conjunction with the consolidated financial statements in the Company's 2021 Annual Report. The consolidated financial statements include the Company and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Use of Estimates We have made estimates and judgments affecting the amounts reported in our consolidated financial statements and the accompanying notes. On an ongoing basis, we evaluate our estimates, including critical accounting policies or estimates related to revenue recognition, stock-based compensation, accrued expenses, leases, gain upon derecognition, contingent consideration, prepaid manufacturing services, warrants and impairment assessments. We base our estimates on historical experience and various relevant assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. The actual results that we experience may differ materially from our estimates. Accounting Pronouncements and Significant Accounting Policies The Company reviews new accounting standards as they are issued by the FASB or other standard-setting bodies. As of September 30, 2022, the Company has not identified any new standards that it believes will have a material impact on the Company’s financial statements. Restructuring The Company records costs and liabilities associated with exit and disposal activities based on estimates of fair value in the period in which the liabilities are incurred. The Company evaluates and adjusts these costs as appropriate for changes in circumstances as additional information becomes available. Restructuring costs comprise severance costs related to workforce reductions. When employees are not required to provide service beyond the minimum retention period, employee termination benefits are accrued at the date management has committed to a plan of termination and employees have been notified of their termination dates and expected severance payments. Grant Revenue The Company received a grant award from the Coalition for Epidemic Preparedness Innovations ("CEPI") for research and development related activities that provide for payments for qualifying costs, which may include overhead and general and administrative costs. We recognize revenue from this agreement as we perform services under the arrangement when the funding is committed and the costs are deemed to qualify pursuant to the grant. Associated expenses are recognized when incurred as research and development expenses. The services being rendered under this agreement are part of the Company's primary operations. Revenues and related expenses are presented gross in the consolidated statements of operations as we have determined we are the primary obligor under the arrangements relative to the research and development services we perform. Derivative Liability - Warrants In September 2022, the Company completed a follow-on offering of common stock. In connection with the follow-on offering, each share of common stock issued was accompanied by a warrant to purchase a single share of common stock. These warrants are derivative financial instruments under ASC Topic 815, Derivatives and Hedging (“ASC 815”) and do not qualify for the scope exceptions from derivative accounting. These derivatives are recorded as liabilities at fair value each reporting date and the fair value is determined using the Black-Scholes option-pricing model. The warrants are initially recorded as a reduction to proceeds from the common stock issuance in additional paid-in-capital. The changes in fair value are recorded as a component of other (expense) income in the consolidated statements of operations. Significant inputs used to determine the fair value at execution and as of September 30, 2022, included the price per share of the Company’s common stock, expected terms of the derivative instruments, strike price of the derivative instrument, risk-free interest rate, and expected volatility of peer company common stock. Changes to these inputs could materially affect the valuation of the warrants. There were no other changes to the Company’s significant accounting policies during the nine months ended September 30, 2022.

Summary of Basis of Presentation and Significant Accounting Policies

9 Months Ended

Sep. 30, 2022

Summary of Basis of Presentation and Significant Accounting Policies

2. Summary of Basis of Presentation and Significant Accounting Policies

Basis of Presentation and Principles of Consolidation

The unaudited condensed consolidated financial statements that accompany these notes have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") and applicable rules and regulations of the Securities and Exchange Commission ("SEC") for interim financial reporting, consistent in all material respects with those applied in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021 ("2021 Annual Report") as filed with the SEC on March 10, 2022. Any reference in these notes to applicable guidance is meant to refer to the authoritative accounting principles generally accepted in the U.S. as found in the Accounting Standard Codification ("ASC") and Accounting Standards Update ("ASU") of the Financial Accounting Standards Board ("FASB"). This report should be read in conjunction with the consolidated financial statements in the Company's 2021 Annual Report.

The consolidated financial statements include the Company and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

Use of Estimates

We have made estimates and judgments affecting the amounts reported in our consolidated financial statements and the accompanying notes. On an ongoing basis, we evaluate our estimates, including critical accounting policies or estimates related to revenue recognition, stock-based compensation, accrued expenses, leases, gain upon derecognition, contingent consideration, prepaid manufacturing services, warrants and impairment assessments. We base our estimates on historical experience and various relevant assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. The actual results that we experience may differ materially from our estimates.

Accounting Pronouncements and Significant Accounting Policies

The Company reviews new accounting standards as they are issued by the FASB or other standard-setting bodies. As of September 30, 2022, the Company has not identified any new standards that it believes will have a material impact on the Company’s financial statements.

Restructuring

The Company records costs and liabilities associated with exit and disposal activities based on estimates of fair value in the period in which the liabilities are incurred. The Company evaluates and adjusts these costs as appropriate for changes in circumstances as additional information becomes available. Restructuring costs comprise severance costs related to workforce reductions. When employees are not required to provide service beyond the minimum retention period, employee termination benefits are accrued at the date management has committed to a plan of termination and employees have been notified of their termination dates and expected severance payments.

Grant Revenue

The Company received a grant award from the Coalition for Epidemic Preparedness Innovations ("CEPI") for research and development related activities that provide for payments for qualifying costs, which may include overhead and general and administrative costs. We recognize revenue from this agreement as we perform services under the arrangement when the funding is committed and the costs are deemed to qualify pursuant to the grant. Associated expenses are recognized when incurred as research and development expenses. The services being rendered under this agreement are part of the Company's primary operations. Revenues and related expenses are presented gross in the consolidated statements of operations as we have determined we are the primary obligor under the arrangements relative to the research and development services we perform.

Derivative Liability - Warrants

In September 2022, the Company completed a follow-on offering of common stock. In connection with the follow-on offering, each share of common stock issued was accompanied by a warrant to purchase a single share of common stock. These warrants are derivative financial instruments under ASC Topic 815, Derivatives and Hedging (“ASC 815”) and do not qualify for the scope exceptions from derivative accounting. These derivatives are recorded as liabilities at fair value each reporting date and the fair value is determined using the Black-Scholes option-pricing model. The warrants are initially recorded as a reduction to proceeds from the common stock issuance in additional paid-in-capital. The changes in fair value are recorded as a component of other (expense) income in the consolidated statements of operations. Significant inputs used to determine the fair value at execution and as of September 30, 2022, included the price per share of the Company’s common stock, expected terms of the derivative instruments, strike price of the derivative instrument, risk-free interest rate, and expected volatility of peer company common stock. Changes to these inputs could materially affect the valuation of the warrants.

There were no other changes to the Company’s significant accounting policies during the nine months ended September 30, 2022.