Subsequent Events	3 Months Ended
Mar. 31, 2022
Subsequent Events
Subsequent Events	8. Subsequent Events On May 16, 2022, the Company completed its acquisition of Atrin Pharmaceuticals Inc. (“Atrin”), a privately held biotechnology company focused on the discovery and development of novel therapeutics targeting proteins in the DNA damage response, or DDR, pathway in oncology through synthetic lethality, in accordance with the terms of the Agreement and Plan of Merger, signed and closed on May 16, 2022 (the “Merger Agreement”). Under the terms of the Merger Agreement, at the closing of this merger, the Company issued the securityholders of Atrin 1,117,394 shares of common stock and 2,949,630 shares of Series A non-voting convertible Preferred Stock (“Series A Preferred Stock”). The Series A Preferred Stock is non-voting and is contingently convertible into common stock subject to stockholder approval. Following stockholder approval, each share of Series A Preferred Stock is convertible into 10 shares of common stock at any time at the option of the holder thereof, subject to certain limitations. On a pro forma basis and based upon the number of shares of Aprea common stock and preferred stock issued in the acquisition, holders of Aprea equity immediately prior to the acquisition will own approximately 41.2% of Aprea on an as-converted basis and former Atrin equity holders will own approximately 58.8% of Aprea on an as-converted basis immediately after these transactions. The Company expects to account for this purchase as an asset acquisition as substantially all of the fair value of the gross assets acquired was concentrated in a single identifiable asset. The Company’s primary focus is expected to shift to the discovery and development of proprietary molecules targeting DNA Damage Response pathways in oncology and synthetic lethality. The acquisition was approved by the Board of Directors of Aprea and the Board of Directors and the requisite equity holders of Atrin. The closing of the transactions was not subject to the approval of Aprea stockholders. The Company has agreed to hold a stockholders’ meeting to, among other items, ask the stockholders to approve the conversion of the Series A Preferred Stock into shares of common stock. In connection with the transaction, a non-transferable contingent value right (a “CVR”) will be distributed to the Aprea stockholders of record as of the close of business on May 13, 2022. Holders of the CVR will be entitled to receive certain stock and/or cash payments from proceeds received by the Company, if any, related to the disposition of its legacy assets in the 2 year period following the closing of the transaction. The CVR is expected to be distributed to eligible stockholders approximately 30 days from the closing of the Atrin acquisition.

Subsequent Events

3 Months Ended

Mar. 31, 2022

8. Subsequent Events

On May 16, 2022, the Company completed its acquisition of Atrin Pharmaceuticals Inc. (“Atrin”), a privately held biotechnology company focused on the discovery and development of novel therapeutics targeting proteins in the DNA damage response, or DDR, pathway in oncology through synthetic lethality, in accordance with the terms of the Agreement and Plan of Merger, signed and closed on May 16, 2022 (the “Merger Agreement”). Under the terms of the Merger Agreement, at the closing of this merger, the Company issued the securityholders of Atrin 1,117,394 shares of common stock and 2,949,630 shares of Series A non-voting convertible Preferred Stock (“Series A Preferred Stock”). The Series A Preferred Stock is non-voting and is contingently convertible into common stock subject to stockholder approval. Following stockholder approval, each share of Series A Preferred Stock is convertible into 10 shares of

common stock at any time at the option of the holder thereof, subject to certain limitations. On a pro forma basis and based upon the number of shares of Aprea common stock and preferred stock issued in the acquisition, holders of Aprea equity immediately prior to the acquisition will own approximately 41.2% of Aprea on an as-converted basis and former Atrin equity holders will own approximately 58.8% of Aprea on an as-converted basis immediately after these transactions. The Company expects to account for this purchase as an asset acquisition as substantially all of the fair value of the gross assets acquired was concentrated in a single identifiable asset. The Company’s primary focus is expected to shift to the discovery and development of proprietary molecules targeting DNA Damage Response pathways in oncology and synthetic lethality.

The acquisition was approved by the Board of Directors of Aprea and the Board of Directors and the requisite equity holders of Atrin. The closing of the transactions was not subject to the approval of Aprea stockholders. The Company has agreed to hold a stockholders’ meeting to, among other items, ask the stockholders to approve the conversion of the Series A Preferred Stock into shares of common stock.

In connection with the transaction, a non-transferable contingent value right (a “CVR”) will be distributed to the Aprea stockholders of record as of the close of business on May 13, 2022. Holders of the CVR will be entitled to receive certain stock and/or cash payments from proceeds received by the Company, if any, related to the disposition of its legacy assets in the 2 year period following the closing of the transaction. The CVR is expected to be distributed to eligible stockholders approximately 30 days from the closing of the Atrin acquisition.