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Summary of Significant Accounting Policies (Policy)
6 Months Ended
Jun. 30, 2022
Summary of Significant Accounting Policies [Abstract]  
Basis of Presentation
Basis of presentation
The
 
accompanying
 
interim
 
unaudited
 
condensed
 
consolidated
 
financial
 
statements
 
have
 
been
 
prepared
 
using
 
generally
 
accepted
accounting principles in the United States of America (GAAP)
 
and pursuant to the rules and regulations of the United
 
States Securities
and Exchange Commission (“SEC”) for interim financial
 
reporting. The unaudited condensed consolidated financial
 
statements for the
periods presented include the accounts of UNS and COVAXX that were parties to the Contribution and Exchange Agreement. All share
and per share
 
amounts, as originally
 
recorded by each
 
entity,
 
have been converted
 
to a number
 
of shares and
 
per share amounts
 
using
the conversion ratios determined under the Contribution and Exchange Agreement
 
and the Stock Split ratio.
 
These interim
 
condensed consolidated
 
financial statements
 
are unaudited
 
and, in
 
the opinion
 
of management,
 
include all
 
adjustments
(consisting of normal
 
recurring adjustments and
 
accruals) necessary to
 
fairly present the
 
results of the interim
 
periods. The condensed
consolidated balance sheet at December 31, 2021, has been derived from the
 
audited financial statements at that date. Operating results
for the three and six
 
months ended June 30, 2022 and
 
cash flows for the six months
 
ended June 30, 2022 are
 
not necessarily indicative
of the
 
results that
 
may be
 
expected for
 
the fiscal
 
year ended
 
December 31,
 
2022 or
 
any other
 
future period.
 
Certain information
 
and
footnote
 
disclosures
 
normally
 
included
 
in
 
annual
 
financial
 
statements
 
prepared
 
in
 
accordance
 
with
 
accounting
 
principles
 
generally
accepted in
 
the United
 
States (“U.S.
 
GAAP”) have
 
been omitted in
 
accordance with
 
the rules and
 
regulations for
 
interim reporting
 
of
the SEC. These interim unaudited condensed financial statements should be read in conjunction with the financial
 
statements and notes
thereto included in our report for the year ended December 31, 2021.
Leases
At inception of a contract, we determine whether an arrangement is or contains a lease. For all leases, we
 
determine the classification as
either
 
operating
 
leases
 
or
 
financing
 
leases.
 
Operating
 
leases
 
are
 
included
 
in
 
Operating
 
lease
 
right-of-use
 
assets
 
and
 
Operating
 
lease
liabilities in our Condensed Consolidated Balance Sheets.
Lease recognition occurs
 
at the commencement date
 
and lease liability amounts
 
are based on the present
 
value of lease payments
 
over
the lease term. Our lease
 
terms may include options
 
to extend or terminate the
 
lease when it is reasonably
 
certain that we will exercise
that
 
option.
 
If a
 
lease
 
does not
 
provide
 
information
 
to determine
 
an implicit
 
interest rate,
 
we
 
use our
 
incremental
 
borrowing
 
rate
 
in
determining the present value of
 
lease payments. Right-of-use (ROU) assets represent
 
our right to use an underlying
 
asset for the lease
term, and lease liabilities represent our obligation to make lease payments under the lease. ROU assets also include any lease payments
made prior
 
to the commencement
 
date and exclude
 
lease incentives received.
 
Operating lease expense
 
is recognized on
 
a straight-line
basis over the lease term. The depreciable life of assets and leasehold improvements are limited by the expected lease term,
 
unless there
is a transfer of
 
title or purchase option
 
reasonably certain of exercise.
 
Lease agreements with
 
both lease and nonlease
 
components, are
generally accounted for together as a single lease component.
 
The Company has elected to apply the short-term expedient to leases
 
with
a lease term of 12 months or less, which does not subject the leases to capitalization.
Related party transactions
The Company has a Related
 
Party policy which defines related parties,
 
and assigns oversight responsibility for related
 
party transactions
to
 
the
 
Company's
 
Audit
 
Committee.
 
The
 
Committee
 
reviews
 
in
 
advance
 
related
 
party
 
transactions,
 
and
 
considers
 
multiple
 
factors,
including the proposed aggregate
 
value of the
 
transaction, or, in the
 
case of indebtedness,
 
the amount of
 
principal that would
 
be involved,
the benefits
 
to the
 
Company of
 
the proposed
 
transaction, the
 
availability of
 
other sources
 
of comparable
 
products or
 
services, and
 
an
assessment of
 
whether the
 
proposed transaction
 
is on terms
 
that are comparable
 
to the terms
 
available to
 
or from, as
 
the case may
 
be,
unrelated third parties. Under the policy, related party transactions are approved only if the Committee determines in good faith that the
transaction is not inconsistent with the interests of the Company and its shareholders.
Significant accounting policies
 
The significant accounting policies used in preparation of these unaudited
 
condensed consolidated financial statements are disclosed in
our
 
annual
 
financial
 
statements
 
for
 
the
 
year
 
ended
 
December 31,
 
2021.
 
There
 
have
 
been
 
no
 
changes
 
to
 
the
 
Company’s
 
significant
accounting policies during the three and six months ended June 30, 2022.
Recently issued accounting pronouncements
 
From time
 
to time,
 
new accounting
 
pronouncements are
 
issued by
 
the FASB
 
or other
 
standard setting
 
bodies and
 
are adopted
 
by the
Company
 
as
 
of
 
the
 
specified
 
effective
 
date.
 
Unless
 
otherwise
 
discussed,
 
the
 
Company
 
believes
 
that
 
the
 
impact
 
of
 
recently
 
issued
standards that are not yet effective will not have a material impact on
 
its financial position or results of operations upon adoption.
Recently adopted accounting standards
In
 
July
 
2018,
 
the
 
FASB
 
issued
 
ASU
 
No.
 
2018-11,
 
Leases
 
(Topic
 
842):
 
Targeted
 
Improvements
 
(“ASU
 
2018-11”).
 
ASU
 
2018-11
provided an alternative method in addition to the modified retrospective transition method for ASU No. 2016-02, Leases: Amendments
to the FASB
 
Accounting Standards Codification (“ASU
 
2016-02”),
 
issued in February 2016. Under
 
ASU 2018-11, an
 
entity may elect
to initially
 
apply the
 
new lease
 
standard at
 
the adoption
 
date and
 
recognize a
 
cumulative-effect adjustment
 
to the
 
opening balance
 
of
Foreign currency translation
Significant accounting policies
 
The significant accounting policies used in preparation of these unaudited
 
condensed consolidated financial statements are disclosed in
our
 
annual
 
financial
 
statements
 
for
 
the
 
year
 
ended
 
December 31,
 
2021.
 
There
 
have
 
been
 
no
 
changes
 
to
 
the
 
Company’s
 
significant
accounting policies during the three and six months ended June 30, 2022.
Recently Adopted and Issued Accounting Pronouncements
Recently issued accounting pronouncements
 
From time
 
to time,
 
new accounting
 
pronouncements are
 
issued by
 
the FASB
 
or other
 
standard setting
 
bodies and
 
are adopted
 
by the
Company
 
as
 
of
 
the
 
specified
 
effective
 
date.
 
Unless
 
otherwise
 
discussed,
 
the
 
Company
 
believes
 
that
 
the
 
impact
 
of
 
recently
 
issued
standards that are not yet effective will not have a material impact on
 
its financial position or results of operations upon adoption.
Recently adopted accounting standards
In
 
July
 
2018,
 
the
 
FASB
 
issued
 
ASU
 
No.
 
2018-11,
 
Leases
 
(Topic
 
842):
 
Targeted
 
Improvements
 
(“ASU
 
2018-11”).
 
ASU
 
2018-11
provided an alternative method in addition to the modified retrospective transition method for ASU No. 2016-02, Leases: Amendments
to the FASB
 
Accounting Standards Codification (“ASU
 
2016-02”),
 
issued in February 2016. Under
 
ASU 2018-11, an
 
entity may elect
to initially
 
apply the
 
new lease
 
standard at
 
the adoption
 
date and
 
recognize a
 
cumulative-effect adjustment
 
to the
 
opening balance
 
of
retained earnings in the
 
period of adoption. Under
 
ASU 2016-02, a lease is required
 
to recognize assets and liabilities
 
with lease terms
of more than
 
twelve months. ASU
 
2016-02 is effective for
 
nonpublic business entities
 
and public entities
 
eligible to be
 
Smaller Reporting
Companies for fiscal years beginning after December 15, 2021.
 
The Company
 
adopted the
 
new standard
 
on January
 
1, 2022
 
using the
 
modified retrospective
 
approach. The
 
Company has
 
elected to
apply the
 
transition method
 
that allows companies
 
to continue
 
applying the
 
guidance under the
 
lease standard
 
in effect
 
at that time
 
in
the comparative
 
periods presented
 
in the condensed
 
financial statements
 
and recognize
 
a cumulative-effect
 
adjustment to
 
the opening
balance of accumulated deficit on the date of adoption. The Company has elected to combine lease components (for example fixed rent
payments)
 
with
 
non-lease
 
components
 
(for
 
example,
 
common-area
 
maintenance
 
costs)
 
on
 
our
 
facility,
 
lab
 
equipment
 
and
 
CRO
embedded
 
lease
 
asset classes.
 
The
 
Company
 
also
 
elected
 
the “package
 
of practical
 
expedients”,
 
which
 
permits
 
the
 
Company
 
not
 
to
reassess under the new standard the Company’s
 
prior conclusions about lease identification, lease classification
 
and initial direct costs.
In addition, the Company also elected the short-term
 
lease practical expedients allowed under the standard. Lastly, the Company did not
elect the
 
practical expedient
 
allowing the
 
use-of-hindsight
 
which would
 
require the
 
Company to
 
reassess the
 
lease term
 
of its
 
leases
based on all facts and circumstances through the effective date.
Results for reporting
 
period beginning after
 
January 1, 2022
 
are presented under
 
the new standard,
 
while prior period
 
amounts are not
adjusted
 
and
 
continue
 
to
 
be
 
reported
 
under
 
the
 
accounting
 
standards
 
in
 
effect
 
for
 
the
 
prior
 
period.
 
Upon
 
adoption
 
of the
 
new
 
lease
standard, on January
 
1, 2022, the
 
Company was not
 
entered into any
 
leases subject to
 
ASC 842 and
 
did not capitalize
 
a ROU asset
 
or
lease liability.
Lessee Leases [Policy Text Block]
Leases
At inception of a contract, we determine whether an arrangement is or contains a lease. For all leases, we
 
determine the classification as
either
 
operating
 
leases
 
or
 
financing
 
leases.
 
Operating
 
leases
 
are
 
included
 
in
 
Operating
 
lease
 
right-of-use
 
assets
 
and
 
Operating
 
lease
liabilities in our Condensed Consolidated Balance Sheets.
Lease recognition occurs
 
at the commencement date
 
and lease liability amounts
 
are based on the present
 
value of lease payments
 
over
the lease term. Our lease
 
terms may include options
 
to extend or terminate the
 
lease when it is reasonably
 
certain that we will exercise
that
 
option.
 
If a
 
lease
 
does not
 
provide
 
information
 
to determine
 
an implicit
 
interest rate,
 
we
 
use our
 
incremental
 
borrowing
 
rate
 
in
determining the present value of
 
lease payments. Right-of-use (ROU) assets represent
 
our right to use an underlying
 
asset for the lease
term, and lease liabilities represent our obligation to make lease payments under the lease. ROU assets also include any lease payments
made prior
 
to the commencement
 
date and exclude
 
lease incentives received.
 
Operating lease expense
 
is recognized on
 
a straight-line
basis over the lease term. The depreciable life of assets and leasehold improvements are limited by the expected lease term,
 
unless there
is a transfer of
 
title or purchase option
 
reasonably certain of exercise.
 
Lease agreements with
 
both lease and nonlease
 
components, are
generally accounted for together as a single lease component.
 
The Company has elected to apply the short-term expedient to leases
 
with
a lease term of 12 months or less, which does not subject the leases to capitalization.
Related Party Transactions [Policy Text Block]
Related party transactions
The Company has a Related
 
Party policy which defines related parties,
 
and assigns oversight responsibility for related
 
party transactions
to
 
the
 
Company's
 
Audit
 
Committee.
 
The
 
Committee
 
reviews
 
in
 
advance
 
related
 
party
 
transactions,
 
and
 
considers
 
multiple
 
factors,
including the proposed aggregate
 
value of the
 
transaction, or, in the
 
case of indebtedness,
 
the amount of
 
principal that would
 
be involved,
the benefits
 
to the
 
Company of
 
the proposed
 
transaction, the
 
availability of
 
other sources
 
of comparable
 
products or
 
services, and
 
an
assessment of
 
whether the
 
proposed transaction
 
is on terms
 
that are comparable
 
to the terms
 
available to
 
or from, as
 
the case may
 
be,
unrelated third parties. Under the policy, related party transactions are approved only if the Committee determines in good faith that the
transaction is not inconsistent with the interests of the Company and its shareholders.