Business, and Liquidity and Going Concern	9 Months Ended
Sep. 30, 2023
Business, and Liquidity and Going Concern [Abstract]
Business, and Liquidity and Going Concern	Note 1. Business, and Liquidity and Going Concern Business Virpax Pharmaceuticals, Inc. (“Virpax” or the “Company”) was incorporated on May 12, 2017, in the state of Delaware. Virpax is a preclinical stage pharmaceutical company focused on developing novel and proprietary drug-delivery systems, and drug-releasing technologies focused on advancing non-opioid and non-addictive pain management treatments and treatments for central nervous system (“CNS”) disorders to enhance patients’ quality of life. On July 26, 2023, the Company formed Novvae Pharmaceuticals, Inc., a wholly owned subsidiary of the Company, in the state of Delaware, for the purpose of developing over the counter products. No activities have occurred for the three months ended September 30, 2023. Liquidity and Going Concern The Company, since inception, has been engaged in organizational activities, including raising capital and research and development activities. The Company has not generated revenues and has not yet achieved profitable operations, nor has it ever generated positive cash flow from operations. There is no assurance that profitable operations, if achieved, could be sustained on a continuing basis. The Company is subject to those risks associated with any preclinical stage pharmaceutical company that has substantial expenditures for research and development. There can be no assurance that the Company’s research and development projects will be successful, that products developed will obtain necessary regulatory approval, or that any approved product will be commercially viable. In addition, the Company operates in an environment of rapid technological change and is largely dependent on the services of its employees and consultants. Further, the Company’s future operations are dependent on the success of the Company’s efforts to raise additional capital. The Company incurred a net loss of $10,627,799 and $18,663,607 for the nine months ended September 30, 2023 and 2022, respectively, and had an accumulated deficit of $54,982,426 as of September 30, 2023. The Company anticipates incurring additional losses until such time, if ever, that it can generate significant revenue from its product candidates currently in development. The Company’s primary source of capital has been the issuance of debt and equity securities. As noted in Note 5. Commitments and Contingencies, the Company is currently involved in defending litigation. On September 1, 2023, the Court of Chancery of the State of Delaware (the “Chancery Court”) issued a memorandum opinion addressing liability in the action filed by the Plaintiffs against the Defendants and found in favor of the Plaintiffs’ on all but three counts which were deemed to have been waived. The Court, however, stated that the question of an appropriate remedy must await further proceedings. See further discussion in Note 5. Based on the facts of the litigation, including the September 1, 2023 memorandum opinion issued by the Chancery Court, as well as the supplemental briefs filed by the Plaintiffs and the Defendants, the Company has recognized a total accrual of $5.0 million with respect to the litigation. While the Company believes that it has issues to be raised on appeal, the ultimate resolution of the action could result in a material loss to the Company. Due to the Company’s continuing losses and the uncertainty regarding the outcome of this ongoing litigation and any potential claims, there exists substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments to the carrying amounts and classification of assets, liabilities, and reported expenses that may be necessary if the Company were unable to continue as a going concern. Depending on the magnitude of the award granted by the Chancery Court, the Company may be forced to cease developing certain product candidates or all of our product candidates, liquidate assets, or initiate bankruptcy proceedings. Additional financing will be needed by the Company to fund its operations, including litigation costs, and to complete clinical development of and to commercially develop all of its product candidates. There is no assurance that such financing will be available when needed or on acceptable terms. The Company has been and may continue to be forced to curtail spending on research and development activities in order to conserve cash.

Business, and Liquidity and Going Concern

9 Months Ended

Sep. 30, 2023

Business, and Liquidity and Going Concern [Abstract]

Business, and Liquidity and Going Concern

Note 1. Business, and Liquidity and Going Concern

Business

Virpax Pharmaceuticals, Inc. (“Virpax” or the “Company”) was incorporated on May 12, 2017, in the state of Delaware. Virpax is a preclinical stage pharmaceutical company focused on developing novel and proprietary drug-delivery systems, and drug-releasing technologies focused on advancing non-opioid and non-addictive pain management treatments and treatments for central nervous system (“CNS”) disorders to enhance patients’ quality of life.

On July 26, 2023, the Company formed Novvae Pharmaceuticals, Inc., a wholly owned subsidiary of the Company, in the state of Delaware, for the purpose of developing over the counter products. No activities have occurred for the three months ended September 30, 2023.

Liquidity and Going Concern

The Company, since inception, has been engaged in organizational activities, including raising capital and research and development activities. The Company has not generated revenues and has not yet achieved profitable operations, nor has it ever generated positive cash flow from operations. There is no assurance that profitable operations, if achieved, could be sustained on a continuing basis. The Company is subject to those risks associated with any preclinical stage pharmaceutical company that has substantial expenditures for research and development. There can be no assurance that the Company’s research and development projects will be successful, that products developed will obtain necessary regulatory approval, or that any approved product will be commercially viable. In addition, the Company operates in an environment of rapid technological change and is largely dependent on the services of its employees and consultants. Further, the Company’s future operations are dependent on the success of the Company’s efforts to raise additional capital.

The Company incurred a net loss of $10,627,799 and $18,663,607 for the nine months ended September 30, 2023 and 2022, respectively, and had an accumulated deficit of $54,982,426 as of September 30, 2023. The Company anticipates incurring additional losses until such time, if ever, that it can generate significant revenue from its product candidates currently in development. The Company’s primary source of capital has been the issuance of debt and equity securities.

As noted in Note 5. Commitments and Contingencies, the Company is currently involved in defending litigation. On September 1, 2023, the Court of Chancery of the State of Delaware (the “Chancery Court”) issued a memorandum opinion addressing liability in the action filed by the Plaintiffs against the Defendants and found in favor of the Plaintiffs’ on all but three counts which were deemed to have been waived. The Court, however, stated that the question of an appropriate remedy must await further proceedings. See further discussion in Note 5. Based on the facts of the litigation, including the September 1, 2023 memorandum opinion issued by the Chancery Court, as well as the supplemental briefs filed by the Plaintiffs and the Defendants, the Company has recognized a total accrual of $5.0 million with respect to the litigation. While the Company believes that it has issues to be raised on appeal, the ultimate resolution of the action could result in a material loss to the Company. Due to the Company’s continuing losses and the uncertainty regarding the outcome of this ongoing litigation and any potential claims, there exists substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments to the carrying amounts and classification of assets, liabilities, and reported expenses that may be necessary if the Company were unable to continue as a going concern. Depending on the magnitude of the award granted by the Chancery Court, the Company may be forced to cease developing certain product candidates or all of our product candidates, liquidate assets, or initiate bankruptcy proceedings.

Additional financing will be needed by the Company to fund its operations, including litigation costs, and to complete clinical development of and to commercially develop all of its product candidates. There is no assurance that such financing will be available when needed or on acceptable terms. The Company has been and may continue to be forced to curtail spending on research and development activities in order to conserve cash.