0001558370-22-017283 | 10-Q | XBRL Viewer | Milestone Pharmaceuticals INC

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2022	Nov. 10, 2022
Document and Entity Information
Document Type	10-Q
Document Period End Date	Sep. 30, 2022
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	001-38899
Entity Registrant Name	Milestone Pharmaceuticals Inc.
Entity Incorporation, State or Country Code	A8
Entity Tax Identification Number	00-0000000
Entity Address, Address Line One	1111 Dr. Frederik-Philips Boulevard
Entity Address, Address Line Two	Suite 420
Entity Address, City or Town	Montréal
Entity Address, State or Province	QC
Entity Address, Postal Zip Code	H4M 2X6
City Area Code	514
Local Phone Number	336-0444
Title of 12(b) Security	Common Shares
Trading Symbol	MIST
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		34,286,002
Entity Central Index Key	0001408443
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Amendment Flag	false

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Current assets
Cash and cash equivalents	$ 37,286	$ 114,141
Short-term investments	39,947
Research and development tax credits receivable	195	356
Prepaid expenses	5,058	4,299
Other receivables	435	127
Total current assets	82,921	118,923
Operating lease assets	2,545	711
Property and equipment	303	215
Total assets	85,769	119,849
Current liabilities
Accounts payable and accrued liabilities	6,035	6,551
Operating lease liabilities	487	224
Total current liabilities	6,522	6,775
Operating lease liabilities (net of current portion)	2,092	474
Total liabilities	8,614	7,249
Shareholders' Equity
Common shares, no par value, unlimited shares authorized 30,005,884 shares issued and outstanding as of June 30, 2022, 29,897,559 shares issued and outstanding as of December 31, 2021	254,937	251,901
Pre-funded warrants - 12,327,780 issued and outstanding as of June 30, 2022 and 12,327,780 as of December 31, 2021	52,941	52,941
Additional paid-in capital	22,441	15,711
Cumulative translation adjustment	(1,634)	(1,634)
Accumulated deficit	(251,530)	(206,319)
Total shareholders' equity	77,155	112,600
Total liabilities and shareholders' equity	$ 85,769	$ 119,849

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Condensed Consolidated Balance Sheets
Common shares, par value (in dollars per share)	$ 0	$ 0
Common shares, Shares authorized (in shares)	Unlimited	Unlimited
Common shares, Shares issued (in shares)	30,388,109	29,897,559
Common shares, Shares outstanding (in shares)	30,388,109	29,897,559
Warrants issued	12,327,780	12,327,780
Warrants outstanding	12,327,780	12,327,780

Condensed Consolidated Statements of Earnings (Loss) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Condensed Consolidated Statements of Earnings (Loss)
Revenue	$ 1,500		$ 1,500	$ 15,000
Operating expenses
Research and development, net of tax credits	9,826	$ 9,733	29,251	27,755
General and administrative	4,034	2,961	11,595	8,612
Commercial	2,670	1,579	6,537	4,788
Earnings (loss) from operations	(15,030)	(14,273)	(45,883)	(26,155)
Interest income, net	474	48	672	186
Net earnings (loss)	$ (14,556)	$ (14,225)	$ (45,211)	$ (25,969)
Weighted average number of shares and pre-funded warrants outstanding, basic	42,491,787	42,187,887	42,339,123	41,707,563
Weighted average number of shares and pre-funded warrants outstanding, diluted	42,491,787	42,187,887	42,339,123	41,707,563
Net earnings (loss) per share, basic	$ (0.34)	$ (0.34)	$ (1.07)	$ (0.62)
Net earnings (loss) per share, diluted	$ (0.34)	$ (0.34)	$ (1.07)	$ (0.62)

Condensed Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands	Common Shares	Pre-funded warrants	Additional paid-in capital	Cumulative translation adjustment	Accumulated deficit	Total
Increase (Decrease) in Stockholders' Equity and Temporary Equity
Number of warrants		11,417,034
Beginning balance at Dec. 31, 2020	$ 251,682	$ 48,007	$ 8,530	$ (1,634)	$ (163,466)	$ 143,119
Balance at the beginning of period (in shares) at Dec. 31, 2020	29,827,997
Increase (Decrease) in Stockholders' Equity and Temporary Equity
Net (loss) earnings					(25,969)	(25,969)
Exercise of stock options	$ 84		(41)			43
Exercise of stock options (in shares)	41,788
Private placement		$ 4,920				4,920
Private placement (in shares)		910,746
Share-based compensation			5,304			5,304
Ending balance at Sep. 30, 2021	$ 251,766	$ 52,927	13,793	(1,634)	(189,435)	127,417
Balance at the end of period (in shares) at Sep. 30, 2021	29,869,785
Increase (Decrease) in Stockholders' Equity and Temporary Equity
Number of warrants		12,327,780
Beginning balance at Jun. 30, 2021	$ 251,716	$ 52,927	11,795	(1,634)	(175,210)	139,594
Balance at the beginning of period (in shares) at Jun. 30, 2021	29,846,000
Increase (Decrease) in Stockholders' Equity and Temporary Equity
Net (loss) earnings					(14,225)	(14,225)
Exercise of stock options	$ 50		(26)			24
Exercise of stock options (in shares)	23,785
Private placement			2,024			2,024
Share-based compensation			2,024
Ending balance at Sep. 30, 2021	$ 251,766	$ 52,927	13,793	(1,634)	(189,435)	$ 127,417
Balance at the end of period (in shares) at Sep. 30, 2021	29,869,785
Increase (Decrease) in Stockholders' Equity and Temporary Equity
Number of warrants		12,327,780
Number of warrants		12,327,780				12,327,780
Beginning balance at Dec. 31, 2021	$ 251,901	$ 52,941	15,711	(1,634)	(206,319)	$ 112,600
Balance at the beginning of period (in shares) at Dec. 31, 2021	29,897,559					29,897,559
Increase (Decrease) in Stockholders' Equity and Temporary Equity
Net (loss) earnings					(45,211)	$ (45,211)
Exercise of stock options	$ 392		(175)			217
Exercise of stock options (in shares)	129,314
Issuance of common shares, net of issuance costs	$ 2,644					2,644
Issuance of common shares, net of issuance costs (shares)	361,236
Share-based compensation			6,905			6,905
Ending balance at Sep. 30, 2022	$ 254,937	$ 52,941	22,441	(1,634)	(251,530)	$ 77,155
Balance at the end of period (in shares) at Sep. 30, 2022	30,388,109					30,388,109
Increase (Decrease) in Stockholders' Equity and Temporary Equity
Number of warrants		12,327,780
Beginning balance at Jun. 30, 2022	$ 252,236	$ 52,941	20,090	(1,634)	(236,974)	$ 86,659
Balance at the beginning of period (in shares) at Jun. 30, 2022	30,005,884
Increase (Decrease) in Stockholders' Equity and Temporary Equity
Net (loss) earnings					(14,556)	(14,556)
Exercise of stock options	$ 57		(29)			28
Exercise of stock options (in shares)	20,989
Issuance of common shares, net of issuance costs	$ 2,644					2,644
Issuance of common shares, net of issuance costs (shares)	361,236
Share-based compensation			2,380			2,380
Ending balance at Sep. 30, 2022	$ 254,937	$ 52,941	$ 22,441	$ (1,634)	$ (251,530)	$ 77,155
Balance at the end of period (in shares) at Sep. 30, 2022	30,388,109					30,388,109
Increase (Decrease) in Stockholders' Equity and Temporary Equity
Number of warrants		12,327,780				12,327,780

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Cash flows used in operating activities
Net loss	$ (45,211)	$ (25,969)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation of property and equipment	74	70
Share-based compensation expense	6,905	5,304
Changes in operating assets and liabilities:
Other receivables	(308)	134
Research and development tax credits receivable	161	450
Prepaid expenses	(759)	(540)
Operating lease assets and liabilities	47	25
Accounts payable and accrued liabilities	(516)	(321)
Net cash used in operating activities	(39,607)	(20,847)
Cash provided by (used in) investing activities
Acquisition of property and equipment	(162)
Acquisition of short-term investments	(62,947)	(15,000)
Redemption of short-term investments	23,000	70,000
Net cash provided by (used in) investing activities	(40,109)	55,000
Cash provided by financing activities
Proceeds from exercise of options	217	43
Issuance of common shares, net of issuance costs	2,644
Net Proceeds from issuance of pre-funded warrants in a private placement		4,920
Cash provided by financing activities	2,861	4,963
Net decrease in cash and cash equivalents	(76,855)	39,116
Cash and cash equivalents - Beginning of period	114,141	72,310
Cash and cash equivalents - End of period	$ 37,286	$ 111,426

Organization and Nature of Operations

9 Months Ended

Sep. 30, 2022

Organization and Nature of Operations

Organization and Nature of Operations

1 Organization and Nature of Operations

Milestone Pharmaceuticals Inc. (Milestone or the Company) is a biopharmaceutical company incorporated under the Business Corporations Act (Québec). Milestone is focused on the development and commercialization of cardiovascular medicines. Milestone’s lead product candidate, etripamil, is a novel, potent short-acting calcium channel blocker that the Company designed and is developing as a rapid-onset nasal spray to be administered by patients. The Company is developing etripamil to treat paroxysmal supraventricular tachycardia, atrial fibrillation, and other cardiovascular indications.

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2022

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

2 Summary of Significant Accounting Policies

a) Basis of Consolidation

The consolidated financial statements include the accounts of the Company and Milestone Pharmaceuticals USA, Inc. All intercompany transactions and balances have been eliminated.

b) Basis of Presentation and Use of Accounting Estimates and Significant Accounting Policies

These unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP) and on a basis consistent with those accounting principles followed by the Company and disclosed in Note 2 of its most recent annual consolidated financial statements. Certain information, in particular the accompanying notes normally included in the annual financial statements prepared in accordance with US GAAP have been omitted or condensed. Accordingly, the unaudited interim condensed consolidated financial statements do not include all the information required for full annual financial statements, and therefore, should be read in conjunction with the annual consolidated financial statements and the notes thereto for the year ended December 31, 2021.

In the opinion of the Company's management, the accompanying unaudited interim condensed consolidated financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its balance sheet as of September 30, 2022, and its statements of loss, shareholders’ equity for the three and nine months ended September 30, 2022 and 2021 and its statement of cash flows for the nine months ended September 30, 2022 and 2021.

The condensed consolidated balance sheet as of December 31, 2021, was derived from audited annual consolidated financial statements, but does not contain all the footnote disclosures required by accounting principles generally accepted in the United States of America.

These unaudited interim condensed consolidated financial statements are presented in US dollars, which is the Company’s functional currency.

The preparation of unaudited interim condensed consolidated financial statements in conformity with US GAAP requires the Company to make estimates and judgments that affect certain reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the period. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes are reasonable under the circumstances, to determine the carrying values of assets and liabilities that are not readily apparent from other sources. Significant estimates and judgments include, but are not limited to,

●

Estimates of the percentage of work completed of the total work over the life of an individual clinical trial in accordance with agreements established with contracted research organizations (“CRO”), contracted

manufacturing organizations (“CMO”) and clinical trial sites which in turn impact the research & development expenses.

●

Estimate of the grant date fair value share options granted to employees, consultants and directors, and the resulting share-based compensation expense, using the Black-Scholes option-pricing model.

c) Significant Risks and Uncertainties

The ongoing COVID-19 pandemic has had an impact on the Company’s business, operations and clinical development timelines. The pandemic has resulted in many state, local and foreign governments implementing and making adjustments to various orders and restrictions in order to control the spread of the disease, which have impacted patient recruitment, enrollment and follow-up visits at clinical sites The Company will continue to evaluate the COVID-19 pandemic impact on the development timelines of its clinical programs. Estimates and assumptions about future events and their effects cannot be determined with certainty and therefore require the exercise of judgment. As of the date of issuance of these consolidated financial statements, the Company is not aware of any specific event or circumstance that would require the Company to update its estimates, assumptions and judgments. These estimates may change as new events occur and additional information is obtained and are recognized in the consolidated financial statements as soon as they become known. Actual results could differ from those estimates and any such differences may be material to the Company’s unaudited interim condensed consolidated financial statements.

In addition, the Company is subject to other challenges and risks specific to its business and its ability to execute on its strategy, as well as risks and uncertainties common to companies in the pharmaceutical industry, including, without limitation, risks and uncertainties associated with: obtaining regulatory approval of its product candidate; delays or problems in the supply of its study drug or failure to comply with manufacturing regulations; identifying, acquiring or in-licensing product candidates; pharmaceutical product development and the inherent uncertainty of clinical success; and the challenges of protecting and enhancing its intellectual property rights; and complying with applicable regulatory requirements.

d) Recent Accounting Pronouncements

The Company has considered recent accounting pronouncements and concluded that they are either not applicable to the business or that the effect is not expected to be material to the unaudited condensed consolidated financial statements as a result of future adoption.

e) Sources of Liquidity and Funding Requirements

The Company incurred operating losses and has experienced negative operating cash flows since its inception and anticipates to continue to incur losses for at least the next several years. As of September 30, 2022, the Company had cash, cash equivalents and short-term investments of $77.2 million and an accumulated deficit of $251.5 million. Management has evaluated the Company’s current operating plan against our existing cash and cash equivalents and determined that we expect to be able to support our ongoing operations through 2023.

Revenues

9 Months Ended

Sep. 30, 2022

Revenues

Revenues

3 Revenues

We generated revenue of $1.5 million from milestone payments under the License Agreement for the three months and nine months ended September 30, 2022 compared to no revenue in the three months ended September 30, 2021 and revenue of $15 million from upfront payments under the License Agreement during the nine months ended September 30, 2021.

Short-term Investments

9 Months Ended

Sep. 30, 2022

Short-term Investments

Short-term Investments

4 Short-term Investments

Short term investments are classified as held-to-maturity, are initially recognized at fair value and are subsequently accounted for at amortized cost. They are comprised of guaranteed investment certificates with a maturity greater than 90 days but less than one year and, as such, are classified as current assets.

Leases

9 Months Ended

Sep. 30, 2022

Leases

Leases

5 Leases

On May 20, 2022, the Company entered into a new lease arrangement for a 62-month term for new office space located in Charlotte, NC. The Company recognized the operating lease right-of-use asset and operating lease liabilities at the lease commencement date on August 1, 2022. The interest rate implicit in lease contracts is not readily determinable and the Company does not have a public credit rating and carries no debt. As such, several factors were considered in the determination of the Company’s incremental borrowing rate used in determining the present value of lease payments. The Company’s examined credit ratings for similar companies, assumed equivalency between the Canadian and U.S. markets for collateralized debt and used rates near the 62-month period. This resulted in an incremental borrowing rate of 7.55%. Lease expenses are recognized on a straight-line basis over the lease term, which is accomplished by increasing the amortization of the right-of-use asset as interest expense on the lease liability declines over the lease term.

Accounts Payable and Accrued Liabilities

9 Months Ended

Sep. 30, 2022

Accounts Payable and Accrued Liabilities

Accounts Payable and Accrued Liabilities

6 Accounts Payable and Accrued Liabilities

Accounts payable and accrued liabilities are comprised of the following:


	September 30, 2022		December 31, 2021
Trade accounts payable	$	2,853	$	4,384
Accrued compensation and benefits payable		1,851		1,458
Accrued research and development liabilities		571		272
Other accrued liabilities		760		437
Total	$	6,035	$	6,551

Shareholders' Equity

9 Months Ended

Sep. 30, 2022

Shareholders' Equity

Shareholders' equity

7 Shareholders’ Equity

Authorized Share Capital

The Company has authorized and issued common shares, voting and participating, without par value, of which unlimited shares were authorized and 30,388,109 shares were issued and outstanding as of September 30, 2022.

As of September 30, 2022, there were 1,121,076 common shares available for issuance under the Employee Stock Purchase Plan (“ESPP”) and no common shares have been issued under such plan.

In August 2022, the Company issued and sold 361,236 common shares under the Open Market Sale Agreement^SM, or the Sales Agreement, with Jefferies LLC with respect to an at-the-market offering program, or the ATM Program, for proceeds of $2.6 million (net of issuance costs of $0.1 million).

Additional Paid-in Capital

The additional paid-in capital balances were as follows:


	Three months ended September 30,				Nine months ended September 30,
	2022		2021		2022		2021
Opening balance	$	20,090	$	11,795	$	15,711	$	8,530
Share-based compensation expense		2,380		2,024		6,905		5,304
Exercise of stock options		(29)		(26)		(175)		(41)
Closing balance	$	22,441	$	13,793	$	22,441	$	13,793

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

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+ Details

Share Based Compensation

9 Months Ended

Sep. 30, 2022

Share Based Compensation

Share Based Compensation

8 Share Based Compensation

Under the Company’s 2019 Equity Incentive Plan (the “2019 Plan”) and the Company’s Stock Option Plan (the “2011 Plan”), unless otherwise decided by the Board of Directors, options vest and are exercisable as follows: 25% vest and are exercisable on the one year anniversary of the grant date and one thirty-sixth (1/36^th) of the remaining options vest and are exercisable each month thereafter, such that options are vested in full on four-year anniversary of the grant date.

On January 1, 2022, the number of the Company’s common shares reserved for issuance under the 2019 Plan increased by 1,195,902 common shares. In addition, 125,127 options have been forfeited under the 2011 Plan since the adoption of the 2019 Plan and have become available for issuance under the 2019 Plan. As of September 30, 2022, there were 5,811,310 common shares available for issuance under the 2019 Plan, of which 664,726 common shares were available for future grants.

On November 10, 2021, the Company established a 2021 Inducement Plan through the granting of awards. This 2021 Inducement Plan is intended to help the Company provide an inducement material for certain individuals to enter into employment with the Company, incentives for such persons to exert maximum efforts for the success of the Company and provide a means by which employees may benefit from increases in value of the common shares. There were 523,000 options granted and outstanding under the 2021 Inducement Plan during the nine-month period ended September 30, 2022. The options were granted at a weighted average exercise price of $6.37.

On July 15, 2022, the Company offered an ESPP, in which participation is available to substantially all of our employees in the United States and Canada who meet certain service eligibility requirements. As of September 30, 2022, the Company has 1,121,076 common shares available under the ESPP with no common shares issued under this plan.

The total outstanding and exercisable options from the 2011 Plan, 2019 Plan and Inducement Plan as of September 30 were as follows:


	2022
							Weighted
	Number						average
	of shares						exercise
	2019 Plan		Inducement Plan	2011 Plan		Total	price
Outstanding at beginning of year - 2011 Plan	$	—	—	$	1,995,971	1,995,971	$	2.07
Outstanding at beginning of year - 2019 Plan		3,759,834	—		—	3,759,834		9.51
Granted - 2019 Plan		1,748,700	—		—	1,748,700		5.78
Granted - Inducement Plan		—	523,000		—	523,000		6.37
Expired - 2011 Plan		—	—		(1,121)	(1,121)		0.96
Exercised - 2011 Plan		—	—		(114,225)	(114,225)		1.38
Exercised - 2019 Plan		(15,089)	—		—	(15,089)		3.92
Forfeited - 2019 Plan		—	—		—	—		8.56
Cancelled - 2011 Plan		—	—		(19,387)	(19,387)		9.42
Cancelled - 2019 Plan		(17,950)	—		—	(17,950)		14.31
Outstanding at end of period	$	5,475,495	523,000		1,861,238	7,859,733	$	6.70
Outstanding at end of period - Weighted average exercise price	$	8.32	6.37	$	2.04
Exercisable at end of period		2,219,125	—		1,831,482	4,050,607	$	6.28
Exercisable at end of period - Weighted average exercise price	$	9.79	—	$	2.01


	2021
							Weighted
	Number						average
	of shares						exercise
	2019 Plan		Inducement Plan	2011 Plan		Total	price
Outstanding at beginning of year - 2011 Plan	$	—	—	$	2,080,097	2,080,097	$	2.15
Outstanding at beginning of year - 2019 Plan		1,706,190	—		—	1,706,190		13.55
Granted - 2019 Plan		2,065,200	—		—	2,065,200		6.24
Forefeited - 2019 Plan		(13,882)	—		—	(13,882)		12.81
Cancelled - 2019 Plan		(1,167)	—		—	(1,167)		21.48
Exercised - 2011 Plan		—	—		(40,538)	(40,538)		0.97
Exercised - 2019 Plan		(1,250)	—		—	(1,250)		3.74
Outstanding at end of period		3,755,091	—		2,039,559	5,794,650	$	6.94
Outstanding at end of period - Weighted average exercise price	$	9.53	—	$	2.18
Exercisable at end of period		938,433	—		1,764,146	2,702,579	$	5.39
Exercisable at end of period - Weighted average exercise price	$	11.61	—	$	2.08

The weighted average remaining contractual life was 7.8 and 8.0 years for outstanding options as of September 30, 2022 and 2021, respectively. The weighted average remaining contractual life was 6.7 and 6.9 years for vested options, as of September 30, 2022 and 2021, respectively.

There was $18.6 million and $17.3 million total unrecognized compensation cost related to non-vested share options as of September 30, 2022 and 2021, respectively. The share options are expected to be recognized over a remaining weighted average vesting period of 2.5 years and 2.6 years as of September 30, 2022 and 2021, respectively.

Options granted are valued using the Black-Scholes option pricing model. Amortization of the fair value of the options over vesting years has been expensed and credited to additional paid-in capital in shareholders’ equity.

The non-vested options as of September 30 were as follows:


	2022
	Number							Weighted
	of options							average
	2019 Plan		Inducement Plan		2011 Plan		Total	fair value
Non-vested share options at beginning of year - 2011 Plan		—		—		200,639	200,639	$	1.86
Non-vested share options at beginning of year - 2019 Plan		2,665,518		—		—	2,665,518		6.39
Granted - 2019 Plan		1,748,700		—		—	1,748,700		4.37
Granted - Inducement Plan		—		523,000		—	523,000		4.81
Vested, outstanding 2011 Plan		—		—		(170,883)	(170,883)		1.76
Vested, outstanding 2019 Plan		(1,149,117)		—		—	(1,149,117)		5.99
Forfeited - 2019 Plan		(8,731)		—		—	(8,731)		6.27
Non-vested share options at end of period		3,256,370		523,000		29,756	3,809,126	$	5.34
Non-vested share options at end of period - Weighted average fair value	$	5.45	$	—	$	2.44


	2021
	Number							Weighted
	of options							average
	2019 Plan		Inducement Plan		2011 Plan		Total	fair value
Non-vested share options at beginning of year - 2011 Plan		—		—		543,192	543,192	$	1.81
Non-vested share options at beginning of year - 2019 Plan		1,438,026		—		—	1,438,026		10.28
Granted - 2019 Plan		2,065,200		—		—	2,065,200		4.71
Vested, outstanding 2011 Plan		—		—		(267,789)	(267,789)		1.64
Forfeited - 2019 Plan		(13,882)		—			(13,882)		9.18
Vested, outstanding 2019 Plan		(672,686)		—		—	(672,686)		9.17
Non-vested share options at end of period		2,816,658		—		275,403	3,092,061	$	6.07
Non-vested share options at end of period - Weighted average fair value	$	6.47	$	—	$	1.98

There were 523,000 options granted, outstanding and non-vested under the 2021 Inducement Plan during the nine month period ended September 30, 2022. The options were granted at a weighted average fair value price of $4.81.

The fair value of share-based payment transaction is measured using Black-Scholes valuation model. This model also requires assumptions, including expected option life, volatility, risk-free interest rate and dividend yield, which greatly affect the calculated values.

The fair value of options granted for the 2011 Plan, 2019 Plan and 2021 Inducement Plan were estimated using the Black-Scholes option pricing model, resulting in the following weighted average assumptions for the options granted:


	Three months ended September 30,						Nine months ended September 30,
	2022			2021			2022			2021
Exercise price	$	6.94		$	5.96		$	5.91		$	6.24
Share price	$	6.94		$	5.96		$	5.91		$	6.24
Volatility		93	%		94	%		91	%		94	%
Risk-free interest rate		2.94	%		0.94	%		2.41	%		1.04	%
Expected life		5.75			6.08			6.03			6.01
Dividend		0	%		—	%		0	%		0	%

Expected volatility is determined using comparable companies for which the information is publicly available. The risk-free interest rate is determined based on the U.S. sovereign rates benchmark in effect at the time of grant with a remaining term equal to the expected life of the option. Expected option life is determined based on the simplified method as the Company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term. The simplified method is an average of the contractual term of the options and its ordinary vesting period. Dividend yield is based on the share option’s exercise price and expected annual dividend rate at the time of grant.

The Company recognized share-based compensation expense as follows:


	Three months ended September 30,				Nine months ended September 30,
	2022		2021		2022		2021
Administration	$	1,891	$	863	$	3,683	$	2,186
Research and development		349		821		2,302		2,226
Commercial activities		140		340		920		892
Total	$	2,380	$	2,024	$	6,905	$	5,304

Net Loss Per Share

9 Months Ended

Sep. 30, 2022

Net Loss Per Share

Net Loss Per Share

9 Net Loss Per Share

Basic net loss per common share is determined by dividing net loss applicable to common shareholders by the weighted average number of common shares and pre-funded warrants outstanding during the period.

For the nine months ended September 30, 2022 and 2021, the Company was in a net loss position. Dilutive net loss per common share is determined by dividing net loss applicable to common shareholders by the weighted average number of common shares and shares issuable upon exercise of pre-funded warrants outstanding during the period. The following potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding as of September 30, as they would be anti-dilutive:


	2022	2021
Share options	7,859,733	5,794,640

Amounts above reflect the common share equivalents of the noted instruments.

Subsequent Events

9 Months Ended

Sep. 30, 2022

Subsequent Events.

Subsequent Events

10 Subsequent Events

On October 17, 2022, the Company announced positive of topline results from its second phase 3 clinical trial, which the Company refers to as the RAPID trial, of intranasally administered etripamil in the conversion of the cardiac arrythmia paroxysmal supraventricular tachycardia to normal sinus rhythm. With the positive results from the RAPID clinical trial, the Company has earned a payment of $3.5 million related to the License Agreement. This revenue will be recorded in the quarter ending December 31, 2022.

In mid-October 3,809,523 pre-funded warrants were exercised at an exercise price of $0.01 per share.

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2022

Summary of Significant Accounting Policies

Basis of consolidation

a) Basis of Consolidation

The consolidated financial statements include the accounts of the Company and Milestone Pharmaceuticals USA, Inc. All intercompany transactions and balances have been eliminated.

Basis of Presentation and Use of Accounting Estimates and Significant Accounting Policies

b) Basis of Presentation and Use of Accounting Estimates and Significant Accounting Policies

These unaudited interim condensed consolidated financial statements are presented in US dollars, which is the Company’s functional currency.

●

manufacturing organizations (“CMO”) and clinical trial sites which in turn impact the research & development expenses.

●

Estimate of the grant date fair value share options granted to employees, consultants and directors, and the resulting share-based compensation expense, using the Black-Scholes option-pricing model.

Significant Risks and Uncertainties

c) Significant Risks and Uncertainties

Recent Accounting Pronouncements

d) Recent Accounting Pronouncements

Sources of Liquidity and Funding Requirements

e) Sources of Liquidity and Funding Requirements

Accounts Payable and Accrued Liabilities (Tables)

9 Months Ended

Sep. 30, 2022

Accounts Payable and Accrued Liabilities

Schedule of accounts payable and accrued liabilities


	September 30, 2022		December 31, 2021
Trade accounts payable	$	2,853	$	4,384
Accrued compensation and benefits payable		1,851		1,458
Accrued research and development liabilities		571		272
Other accrued liabilities		760		437
Total	$	6,035	$	6,551

Shareholders' Equity (Tables)

9 Months Ended

Sep. 30, 2022

Shareholders' Equity

Schedule of additional paid-in capital


	Three months ended September 30,				Nine months ended September 30,
	2022		2021		2022		2021
Opening balance	$	20,090	$	11,795	$	15,711	$	8,530
Share-based compensation expense		2,380		2,024		6,905		5,304
Exercise of stock options		(29)		(26)		(175)		(41)
Closing balance	$	22,441	$	13,793	$	22,441	$	13,793

Share Based Compensation (Tables)

9 Months Ended

Sep. 30, 2022

Share Based Compensation

Schedule of outstanding and exercisable options


	2022
							Weighted
	Number						average
	of shares						exercise
	2019 Plan		Inducement Plan	2011 Plan		Total	price
Outstanding at beginning of year - 2011 Plan	$	—	—	$	1,995,971	1,995,971	$	2.07
Outstanding at beginning of year - 2019 Plan		3,759,834	—		—	3,759,834		9.51
Granted - 2019 Plan		1,748,700	—		—	1,748,700		5.78
Granted - Inducement Plan		—	523,000		—	523,000		6.37
Expired - 2011 Plan		—	—		(1,121)	(1,121)		0.96
Exercised - 2011 Plan		—	—		(114,225)	(114,225)		1.38
Exercised - 2019 Plan		(15,089)	—		—	(15,089)		3.92
Forfeited - 2019 Plan		—	—		—	—		8.56
Cancelled - 2011 Plan		—	—		(19,387)	(19,387)		9.42
Cancelled - 2019 Plan		(17,950)	—		—	(17,950)		14.31
Outstanding at end of period	$	5,475,495	523,000		1,861,238	7,859,733	$	6.70
Outstanding at end of period - Weighted average exercise price	$	8.32	6.37	$	2.04
Exercisable at end of period		2,219,125	—		1,831,482	4,050,607	$	6.28
Exercisable at end of period - Weighted average exercise price	$	9.79	—	$	2.01


	2021
							Weighted
	Number						average
	of shares						exercise
	2019 Plan		Inducement Plan	2011 Plan		Total	price
Outstanding at beginning of year - 2011 Plan	$	—	—	$	2,080,097	2,080,097	$	2.15
Outstanding at beginning of year - 2019 Plan		1,706,190	—		—	1,706,190		13.55
Granted - 2019 Plan		2,065,200	—		—	2,065,200		6.24
Forefeited - 2019 Plan		(13,882)	—		—	(13,882)		12.81
Cancelled - 2019 Plan		(1,167)	—		—	(1,167)		21.48
Exercised - 2011 Plan		—	—		(40,538)	(40,538)		0.97
Exercised - 2019 Plan		(1,250)	—		—	(1,250)		3.74
Outstanding at end of period		3,755,091	—		2,039,559	5,794,650	$	6.94
Outstanding at end of period - Weighted average exercise price	$	9.53	—	$	2.18
Exercisable at end of period		938,433	—		1,764,146	2,702,579	$	5.39
Exercisable at end of period - Weighted average exercise price	$	11.61	—	$	2.08

Schedule of non-vested share options activity


	2022
	Number							Weighted
	of options							average
	2019 Plan		Inducement Plan		2011 Plan		Total	fair value
Non-vested share options at beginning of year - 2011 Plan		—		—		200,639	200,639	$	1.86
Non-vested share options at beginning of year - 2019 Plan		2,665,518		—		—	2,665,518		6.39
Granted - 2019 Plan		1,748,700		—		—	1,748,700		4.37
Granted - Inducement Plan		—		523,000		—	523,000		4.81
Vested, outstanding 2011 Plan		—		—		(170,883)	(170,883)		1.76
Vested, outstanding 2019 Plan		(1,149,117)		—		—	(1,149,117)		5.99
Forfeited - 2019 Plan		(8,731)		—		—	(8,731)		6.27
Non-vested share options at end of period		3,256,370		523,000		29,756	3,809,126	$	5.34
Non-vested share options at end of period - Weighted average fair value	$	5.45	$	—	$	2.44


	2021
	Number							Weighted
	of options							average
	2019 Plan		Inducement Plan		2011 Plan		Total	fair value
Non-vested share options at beginning of year - 2011 Plan		—		—		543,192	543,192	$	1.81
Non-vested share options at beginning of year - 2019 Plan		1,438,026		—		—	1,438,026		10.28
Granted - 2019 Plan		2,065,200		—		—	2,065,200		4.71
Vested, outstanding 2011 Plan		—		—		(267,789)	(267,789)		1.64
Forfeited - 2019 Plan		(13,882)		—			(13,882)		9.18
Vested, outstanding 2019 Plan		(672,686)		—		—	(672,686)		9.17
Non-vested share options at end of period		2,816,658		—		275,403	3,092,061	$	6.07
Non-vested share options at end of period - Weighted average fair value	$	6.47	$	—	$	1.98

Schedule of weighted average assumptions for the options granted


	Three months ended September 30,						Nine months ended September 30,
	2022			2021			2022			2021
Exercise price	$	6.94		$	5.96		$	5.91		$	6.24
Share price	$	6.94		$	5.96		$	5.91		$	6.24
Volatility		93	%		94	%		91	%		94	%
Risk-free interest rate		2.94	%		0.94	%		2.41	%		1.04	%
Expected life		5.75			6.08			6.03			6.01
Dividend		0	%		—	%		0	%		0	%

Schedule of share-based compensation expense


	Three months ended September 30,				Nine months ended September 30,
	2022		2021		2022		2021
Administration	$	1,891	$	863	$	3,683	$	2,186
Research and development		349		821		2,302		2,226
Commercial activities		140		340		920		892
Total	$	2,380	$	2,024	$	6,905	$	5,304

Net Loss Per Share (Tables)

9 Months Ended

Sep. 30, 2022

Net Loss Per Share

Schedule of potentially dilutive securities excluded from the computation of diluted weighted average shares


	2022	2021
Share options	7,859,733	5,794,640

Summary of Significant Accounting Policies - Sources of Liquidity and Funding Requirements (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Summary of Significant Accounting Policies
Net proceeds	$ 2,644
Cash, cash equivalents and short-term investments	77,200
Accumulated deficit	$ (251,530)	$ (206,319)

Revenues (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
Revenues (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Revenues
Recognized collaboration revenue	$ 1,500	$ 1,500	$ 15,000
Warrants	$ 52,941	$ 52,941		$ 52,941

Leases (Details) - Charlotte, NC	May 20, 2022
Operating lease
Operating lease, term	62 months
Incremental borrowing rate	7.55%

Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Accounts Payable and Accrued Liabilities
Trade accounts payable	$ 2,853	$ 4,384
Accrued compensation and benefits payable	1,851	1,458
Accrued research and development liabilities	571	272
Other accrued liabilities	760	437
Accounts payable and accrued liabilities	$ 6,035	$ 6,551

Shareholders' Equity - Authorized share capital (Details) - USD ($) $ in Thousands	1 Months Ended	9 Months Ended
	Aug. 31, 2022	Sep. 30, 2022	Dec. 31, 2021
Authorized share capital
Common Stock, Shares, Issued		30,388,109	29,897,559
Common Stock, Shares, Outstanding		30,388,109	29,897,559
Issuance of common shares, net of issuance costs		$ 2,644
Employee Stock Purchase Plan
Authorized share capital
Number of common shares available for issuance		1,121,076
Number of shares issued under the ESPP		0
ATM Program
Authorized share capital
Number of shares issued during the period	361,236
Issuance of common shares, net of issuance costs	$ 2,600
Stock issuance cost	$ 100

Shareholders' Equity - Pre-funded Warrants - Private Placement (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($)
Shareholders' equity
Net proceeds	$ 2,644

Shareholders' Equity - Additional paid-in capital (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Additional paid-in capital
Beginning balance	$ 86,659	$ 139,594	$ 112,600	$ 143,119
Share-based compensation expense	2,380		6,905	5,304
Exercise of stock options	28	24	217	43
Ending balance	77,155	127,417	77,155	127,417
Additional paid-in capital
Additional paid-in capital
Beginning balance	20,090	11,795	15,711	8,530
Share-based compensation expense	2,380	2,024	6,905	5,304
Exercise of stock options	(29)	(26)	(175)	(41)
Ending balance	$ 22,441	$ 13,793	$ 22,441	$ 13,793

- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 852
-SubTopic 10
-Section 55
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=84165509&loc=d3e56426-112766

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 4.E)
-URI https://asc.fasb.org/extlink&oid=122038336&loc=d3e74512-122707

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(31))
-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(29))
-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(30))
-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

+ Details

Share Based Compensation (Details) - $ / shares		9 Months Ended
Share Based Compensation (Details) - $ / shares	Jan. 01, 2022	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021	Dec. 31, 2020
2011 Plan
Share-based compensation
Number of options forfeited after termination of one plan	125,127
Number of options, Options outstanding		1,861,238	2,039,559	1,995,971	2,080,097
2019 Plan
Share-based compensation
Shares reserved for issuance	1,195,902	5,811,310
Shares available for future grants		664,726
Options granted		1,748,700	2,065,200
Number of options, Options outstanding		5,475,495	3,755,091	3,759,834	1,706,190
Weighted average exercise price		$ 5.78	$ 6.24
2021 Inducement Plan
Share-based compensation
Options granted		523,000
Number of options, Options outstanding		523,000
Weighted average exercise price		$ 6.37
ESPP
Share-based compensation
Shares reserved for issuance		1,121,076
Shares issued		0
Options \| 2011 Plan
Share-based compensation
Vesting period		4 years
Options \| 2011 Plan \| Share-based Compensation Award, Tranche One
Share-based compensation
Percentage of shares to vest		25.00%
Options \| 2019 Plan
Share-based compensation
Vesting period		4 years
Options \| 2019 Plan \| Share-based Compensation Award, Tranche One
Share-based compensation
Percentage of shares to vest		25.00%
Options \| 2019 Plan \| Share-based Compensation Award, Tranche Two
Share-based compensation
Percentage of shares to vest		2.78%

Share Based Compensation - Outstanding and exercisable options (Details) - USD ($) $ / shares in Units, $ in Thousands		3 Months Ended		9 Months Ended
	Feb. 16, 2022	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Outstanding and exercisable options, weighted average exercise price
Weighted average remaining contractual life (in years)				7 years 9 months 18 days	8 years
Weighted average remaining contractual life for vested options (in years)				6 years 8 months 12 days	6 years 10 months 24 days
Share-based compensation expense		$ 2,380	$ 2,024	$ 6,905	$ 5,304
Unrecognized compensation cost		$ 18,600	$ 17,300	$ 18,600	$ 17,300
Expected period for recognition				2 years 6 months	2 years 7 months 6 days
Plans 2011 and 2019 and 2021 Inducement [Member]
Outstanding and exercisable options, number of shares
Outstanding at end of period		7,859,733	5,794,650	7,859,733	5,794,650
Exercisable at end of period		4,050,607	2,702,579	4,050,607	2,702,579
Outstanding and exercisable options, weighted average exercise price
Outstanding at end of period		$ 6.70	$ 6.94	$ 6.70	$ 6.94
Exercisable at end of period		$ 6.28	$ 5.39	$ 6.28	$ 5.39
2011 Plan
Outstanding and exercisable options, number of shares
Outstanding at beginning of period				1,995,971	2,080,097
Exercised				(114,225)	(40,538)
Cancelled				(19,387)
Expired				(1,121)
Outstanding at end of period		1,861,238	2,039,559	1,861,238	2,039,559
Exercisable at end of period		1,831,482	1,764,146	1,831,482	1,764,146
Outstanding and exercisable options, weighted average exercise price
Outstanding at beginning of period				$ 2.07	$ 2.15
Exercised				1.38	0.97
Cancelled				9.42
Expired				0.96
Outstanding at end of period		$ 2.04	$ 2.18	2.04	2.18
Exercisable at end of period		$ 2.01	$ 2.08	$ 2.01	$ 2.08
2019 Plan
Outstanding and exercisable options, number of shares
Outstanding at beginning of period				3,759,834	1,706,190
Granted				1,748,700	2,065,200
Exercised				(15,089)	(1,250)
Forfeited					(13,882)
Cancelled				(17,950)	(1,167)
Outstanding at end of period		5,475,495	3,755,091	5,475,495	3,755,091
Exercisable at end of period		2,219,125	938,433	2,219,125	938,433
Outstanding and exercisable options, weighted average exercise price
Outstanding at beginning of period				$ 9.51	$ 13.55
Granted				5.78	6.24
Exercised				3.92	3.74
Forfeited				8.56	12.81
Cancelled				14.31	21.48
Outstanding at end of period		$ 8.32	$ 9.53	8.32	9.53
Exercisable at end of period		$ 9.79	$ 11.61	9.79	11.61
Weighted average fair values of options granted				$ 4.37	$ 4.71
2021 Inducement Plan
Outstanding and exercisable options, number of shares
Granted				523,000
Outstanding at end of period		523,000		523,000
Outstanding and exercisable options, weighted average exercise price
Granted				$ 6.37
Exercised				6.37
Outstanding at end of period		$ 6.37		6.37
Weighted average fair values of options granted	$ 4.81			$ 4.81

Share Based Compensation - Non-vested share options (Details) - $ / shares		9 Months Ended
	Feb. 16, 2022	Sep. 30, 2022	Sep. 30, 2021
Plans 2011 and 2019 and 2021 Inducement [Member]
Number of options
Non-vested share options at end of period		3,809,126	3,092,061
Weighted average fair value
Non-vested at end of period		$ 5.34	$ 6.07
2011 Plan
Number of options
Non-vested at beginning of period		200,639	543,192
Vested, outstanding		(170,883)	(267,789)
Non-vested share options at end of period		29,756	275,403
Weighted average fair value
Non-vested at beginning of period		$ 1.86	$ 1.81
Vested, outstanding		1.76	1.64
Non-vested at end of period		$ 2.44	$ 1.98
2019 Plan
Number of options
Non-vested at beginning of period		2,665,518	1,438,026
Granted		1,748,700	2,065,200
Vested, outstanding			(672,686)
Forfeited			(13,882)
Non-vested share options at end of period		3,256,370	2,816,658
Weighted average fair value
Non-vested at beginning of period		$ 6.39	$ 10.28
Granted		4.37	4.71
Vested, outstanding			9.17
Forfeited/expired			9.18
Non-vested at end of period		$ 5.45	$ 6.47
2021 Inducement Plan
Number of options
Granted		523,000
Vested, outstanding		(1,149,117)
Forfeited		(8,731)
Non-vested share options at end of period		523,000
Weighted average fair value
Granted	$ 4.81	$ 4.81
Vested, outstanding		5.99
Forfeited/expired		$ 6.27

Share Based Compensation - Weighted average assumptions for the options granted (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share Based Compensation
Exercise price	$ 6.94	$ 5.96	$ 5.91	$ 6.24
Share price (in dollars per share)	$ 6.94	$ 5.96	$ 5.91	$ 6.24
Volatility (as a percent)	93.00%	94.00%	91.00%	94.00%
Risk-free interest rate (as a percent)	2.94%	0.94%	2.41%	1.04%
Expected life (in years)	5 years 9 months	6 years 29 days	6 years 10 days	6 years 3 days
Dividend (as a percent)	0.00%		0.00%	0.00%

Share Based Compensation - Recognized share-based compensation expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share-based compensation
Share-based compensation expense	$ 2,380	$ 2,024	$ 6,905	$ 5,304
Administration
Share-based compensation
Share-based compensation expense	1,891	863	3,683	2,186
Research and development
Share-based compensation
Share-based compensation expense	349	821	2,302	2,226
Commercial activities
Share-based compensation
Share-based compensation expense	$ 140	$ 340	$ 920	$ 892

Net Loss Per Share (Details) - shares	9 Months Ended
Net Loss Per Share (Details) - shares	Sep. 30, 2022	Sep. 30, 2021
Share options
Net income (loss) per share
Share-based compensation options exercisable and in the money	7,859,733	5,794,640

Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands			3 Months Ended	9 Months Ended
	Oct. 17, 2022	Oct. 14, 2022	Sep. 30, 2022	Sep. 30, 2022	Sep. 30, 2021
Subsequent events
Revenue			$ 1,500	$ 1,500	$ 15,000
Subsequent events
Subsequent events
Revenue	$ 3,500
Subsequent events \| Pre-funded warrants
Subsequent events
Warrants exercised		3,809,523
Warrants exercise price		$ 0.01