0001104659-24-039004 | 20-F | XBRL Viewer

Years Ended December 31,

Warrants⁽¹⁾

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Cash and Cash Equivalents - Changes in Net Working Capital (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Cash flows from (used in) operating activities [abstract]
Changes in receivables and tax receivables	$ 1,107	$ (1,486)	$ 1,863
Changes in trade payables	502	(599)	(647)
Changes in other payables	(47)	(792)	21
Changes in net working capital	$ 1,562	$ (2,877)	$ 1,237

Capital Structure and Financial Matters - Changes in Share Capital (Details) $ in Thousands																														1 Months Ended								12 Months Ended
	Dec. 21, 2023 DKK (kr) shares	Dec. 04, 2023 DKK (kr) shares	Nov. 30, 2023 DKK (kr) shares	Nov. 21, 2023 DKK (kr) shares	Nov. 16, 2023 DKK (kr) shares	Nov. 15, 2023 DKK (kr) shares	Nov. 01, 2023 DKK (kr) shares	Oct. 02, 2023 DKK (kr) shares	Sep. 27, 2023 DKK (kr) shares	Sep. 26, 2023 DKK (kr) shares	Sep. 22, 2023 DKK (kr) shares	Jul. 18, 2023 DKK (kr) shares	Jun. 06, 2023 DKK (kr) shares	Mar. 24, 2023 DKK (kr) shares	Feb. 13, 2023 DKK (kr) shares	Feb. 09, 2023 DKK (kr) shares	Feb. 07, 2023 DKK (kr) shares	Jan. 24, 2023 DKK (kr) shares	Jan. 20, 2023 DKK (kr) shares	Jan. 05, 2023 DKK (kr) shares	Jan. 04, 2023 DKK (kr) shares	Dec. 29, 2022 DKK (kr) shares	Dec. 05, 2022 DKK (kr) shares	Oct. 20, 2022 DKK (kr) shares	Oct. 17, 2022 DKK (kr) shares	Oct. 13, 2022 DKK (kr) shares	Jun. 07, 2022 DKK (kr) shares	Nov. 09, 2021 DKK (kr) shares	Feb. 09, 2021 DKK (kr) shares	Sep. 30, 2023 DKK (kr) shares	Jun. 30, 2023 DKK (kr) shares	May 31, 2023 DKK (kr) shares	Sep. 30, 2022 DKK (kr) shares	Aug. 31, 2022 DKK (kr) shares	Jun. 30, 2022 DKK (kr) shares	Apr. 30, 2022 DKK (kr) shares	Nov. 30, 2021 DKK (kr) shares	Dec. 31, 2023 USD ($) shares	Dec. 31, 2022 USD ($) shares	Dec. 31, 2021 USD ($) shares	Dec. 31, 2023 DKK (kr) shares	Dec. 31, 2022 DKK (kr) shares	Dec. 31, 2021 DKK (kr) shares	Dec. 31, 2020 USD ($) shares	Dec. 31, 2020 DKK (kr) shares
Share Capital
Share capital \| $																																						$ (4,729)	$ 8,303	$ 32,437				$ 7,038
Issuance of shares for cash \| $																																						9,168	428	57,609
Share Capital
Share Capital
Share capital																																						5,899	3,886	3,755	kr 37,898,000	kr 24,139,000	kr 23,204,000	$ 2,648	kr 16,198,000
Issuance of shares for cash	kr 9,727,000	kr 66,000	kr 24,000		kr 77,000	kr 19,000	kr 50,000	kr 55,000	kr 46,000	kr 52,000	kr 54,000	kr 11,000	kr 862,000	kr 16,000	kr 43,000	kr 1,004,000	kr 96,000		kr 259,000	kr 94,000					kr 26,000	kr 23,000	kr 429,000	kr 3,943,000	kr 3,000,000								kr 63,000	$ 2,013	$ 70	$ 1,107
Exercised warrants \| kr																							kr 43,000	kr 65,000						kr 11,000			kr 11,000			kr 54,000
Share Capital \| Share warrants exercise tranche one member
Share Capital
Issuance of shares for cash \| kr				kr 44,000														kr 80,000			kr 187,000	kr 4,000
Exercised warrants \| kr																															kr 150,000	kr 135,000		kr 92,000	kr 92,000
Share Capital \| Share warrants exercise tranche two member
Share Capital
Issuance of shares for cash \| kr				kr 21,000														kr 72,000			kr 448,000
Exercised warrants \| kr																															kr 5,000	kr 51,000		kr 41,000	38,000
Share Capital \| Share warrants exercise tranche three member
Share Capital
Exercised warrants \| kr																																			kr 17,000
Ordinary Shares
Number of Ordinary Shares
Share capital																																						37,897,780	24,139,413	23,203,808	37,897,780	24,139,413	23,203,808	16,198,668	16,198,668
Capital increase (in shares)	9,726,898	65,724	24,316		77,119	19,387	50,281	54,829	45,807	51,750	54,099	11,348	861,614	16,280	42,808	1,003,802	96,271		259,407	94,278				64,601	26,396	23,405	428,572
Increase in shares through issuance of shares																												3,942,856	3,000,000								62,284
Exercise warrants (in shares)																							42,633							10,836			10,836			54,072
Share Capital
Share capital \| kr																																									kr 37,897,780
Ordinary Shares \| Share warrants exercise tranche one member
Number of Ordinary Shares
Capital increase (in shares)				43,950														79,657			186,584	4,450
Exercise warrants (in shares)																															150,000	134,730		92,313	92,313
Ordinary Shares \| Share warrants exercise tranche two member
Number of Ordinary Shares
Capital increase (in shares)				21,136														71,678			447,829
Exercise warrants (in shares)																															4,824	51,125		41,085	37,665
Ordinary Shares \| Share warrants exercise tranche three member
Number of Ordinary Shares
Exercise warrants (in shares)																																			17,264

Property and Equipment, Net

12 Months Ended

Dec. 31, 2023

Property and Equipment, Net

Property and Equipment, Net

Note 13. Property and Equipment, Net


			Other		Leasehold
	Property		Equipment		Improvements		Total

	(USD in thousands)
Cost at December 31, 2022	$	2,593	$	1,368	$	1,632	$	5,593
Additions during the year		—		23		65		88
Exchange rate adjustments		88		47		57		192
Cost at December 31, 2023		2,681		1,438		1,754		5,873
Depreciation at December 31, 2022	$	(369)	$	(352)	$	(197)	$	(918)
Depreciation for the year		(245)		(212)		(158)		(615)
Depreciation revaluation during the year		45		—		—		45
Exchange rate adjustments		(16)		(17)		(9)		(42)
Depreciation at December 31, 2023		(585)		(581)		(364)		(1,530)
Carrying amount at December 31, 2023	$	2,096	$	857	$	1,390	$	4,343
Carrying amount of right-of-use assets at December 31, 2023	$	2,096	$	—	$	—	$	2,096


			Other		Leasehold
	Property		Equipment		Improvements		Total

	(USD in thousands)
Cost at December 31, 2021	$	2,756	$	1,225	$	1,567	$	5,548
Additions during the year		—		220		156		376
Exchange rate adjustments		(163)		(77)		(91)		(331)
Cost at December 31, 2022		2,593		1,368		1,632		5,593
Depreciation at December 31, 2021	$	(155)	$	(161)	$	(58)	$	(374)
Depreciation for the year		(234)		(196)		(141)		(571)
Depreciation revaluation during the year		15		—		—		15
Exchange rate adjustments		5		5		2		12
Depreciation at December 31, 2022		(369)		(352)		(197)		(918)
Carrying amount at December 31, 2022	$	2,224	$	1,016	$	1,435	$	4,675
Carrying amount of right-of-use assets at December 31, 2022	$	2,224	$	—	$	—	$	2,224

Depreciation included in the consolidated statement of comprehensive loss:


	Years Ended
	December 31,
	2023		2022		2021

	(USD in thousands)
Research and development expenses	$	340	$	446	$	270
General and administrative expenses		275		125		73
Total depreciation included in the consolidated statement of comprehensive loss		615		571		343
Total accumulated depreciation of right-of-use assets at December 31,	$	585	$	369	$	155

Share-Based Payments - Warrants (Details)						1 Months Ended							3 Months Ended	12 Months Ended
Share-Based Payments - Warrants (Details)	Aug. 20, 2024 shares	May 20, 2024 shares	Feb. 20, 2024 shares	Nov. 20, 2023 shares	Jan. 04, 2021 kr / shares	Aug. 31, 2023 shares	Sep. 30, 2022 EquityInstruments	May 31, 2022 EquityInstruments	Mar. 31, 2022 EquityInstruments	Dec. 31, 2021 USD ($) EquityInstruments $ / shares	Jun. 30, 2021 USD ($) Options	Dec. 31, 2020 EquityInstruments	Jun. 30, 2021 USD ($) EquityInstruments	Dec. 31, 2023 USD ($) EquityInstruments $ / shares	Dec. 31, 2022 USD ($) EquityInstruments shares $ / shares	Dec. 31, 2021 USD ($) EquityInstruments	Dec. 31, 2021 USD ($) shares	Dec. 31, 2021 USD ($)	Dec. 31, 2021 USD ($) kr / shares	Dec. 31, 2020	Dec. 31, 2023 kr / shares	Dec. 31, 2022 kr / shares	Aug. 31, 2022 kr / shares
Warrants
Share-Based Payments
Warrants Vesting period														36 months	36 months					36 months
Warrants as a percentage of outstanding shares														7.20%	11.40%			11.80%
Warrants granted, price per share \| (per share)										$ 5.38				$ 1.02	$ 2.24				kr 1
Warrants granted														409,115	491,612
Warrants granted										523,599	62,147	1,655		559,115	491,612	63,802	523,599
Financial liabilities measured at fair value \| $														$ 300,000	$ 800,000
Warrants \| Share warrants exercise tranche one member
Share-Based Payments
Warrants exercised \| shares															2,500
Warrants \| CFO
Share-Based Payments
Warrants Vesting period								36 months
Warrants granted								45,000							16,667
Warrants \| COO
Share-Based Payments
Warrants Vesting period									36 months
Warrants granted									25,000					12,500	20,833
Warrants \| Executive management
Share-Based Payments
Weighted average fair value at measurement date \| $										$ 1,500,000						$ 1,500,000	$ 1,500,000	$ 1,500,000	kr 1,500,000
Warrants \| CIO
Share-Based Payments
Warrants granted														6,250	35,000
Warrants \| CSO
Share-Based Payments
Warrants granted														12,500	25,000
Warrants \| CMO
Share-Based Payments
Warrants Vesting period													36 months
Weighted average fair value at measurement date \| $											$ 400,000		$ 400,000
Warrants granted															25,000
Warrants granted													62,147
Warrants \| CBO
Share-Based Payments
Warrants granted															3,125
Warrants \| CEO
Share-Based Payments
Warrants Vesting period							36 months
Warrants granted							50,000							169,167	3,125
Warrants \| Consultant
Share-Based Payments
Warrants granted \| shares						150,000
Warrants exercised \| shares	37,500	37,500	37,500	37,500
Ordinary Shares
Share-Based Payments
Nominal value per share prior to stock split \| kr / shares					kr 2
Nominal value per share \| kr / shares					kr 1																kr 1	kr 1	kr 1
Ordinary Shares \| Warrants
Share-Based Payments
Increase in number of warrants, ratio					36
Warrants granted exercise price, prior to stock split \| kr / shares					kr 2
Warrants granted, price per share \| kr / shares					kr 1

Summary of Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2023

Summary of Accounting Policies

Summary of estimated useful lives of assets

Assets		Useful life
Properties		Shorter of lease term and useful life of the asset
Leasehold improvements		11 years
Other equipment		5 – 10 years

Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Consolidated Statements of Comprehensive Loss
Revenue	$ 73
Research and development	(11,916)	$ (17,056)	$ (19,583)
General and administrative	(10,354)	(8,208)	(6,251)
Operating loss	(22,197)	(25,264)	(25,834)
Finance income	963	2,831	2,039
Finance expenses	(1,681)	(1,508)	(915)
Net loss before tax	(22,915)	(23,941)	(24,710)
Income tax benefit	790	772	178
Net loss for the year	(22,125)	(23,169)	(24,532)
Net loss attributable to shareholders of Evaxion Biotech A/S	(22,125)	(23,169)	(24,532)
Other comprehensive income that may be reclassified to profit or loss in subsequent periods (net of tax):
Exchange differences on translation of foreign operations	(57)	(25)	(83)
Exchange rate adjustments of investments in subsidiaries	3	(3)	93
Tax on other comprehensive income/(expense)			(5)
Other comprehensive income that will not be reclassified to profit or loss in subsequent periods (net of tax):
Exchange differences on currency translation to presentation currency	(68)	(2,324)	(1,547)
Other comprehensive income/(loss) for the year, net of tax	(122)	(2,352)	(1,542)
Total comprehensive loss	(22,247)	(25,521)	(26,074)
Total comprehensive loss attributable to shareholders of Evaxion Biotech A/S	$ (22,247)	$ (25,521)	$ (26,074)
Loss per share - basic (in USD per share)	$ (0.81)	$ (0.98)	$ (1.26)
Loss per share - diluted (in USD per share)	$ (0.81)	$ (0.98)	$ (1.26)

General Company Information

12 Months Ended

Dec. 31, 2023

General Company Information

General Company Information

Note 1. General Company Information

Evaxion Biotech A/S (the “Company” or “Evaxion”) is a TechBio company developing AI-Immunology ™ powered vaccines. Evaxion uses its proprietary and scalable artificial intelligence, or AI, technology to decode the human immune system to identify and develop vaccines for patients in the global market. Unless the context otherwise requires, references to the “Company,” “Evaxion,” “we,” “us,” and “our”, refer to Evaxion Biotech A/S and its subsidiaries.

Evaxion is a public limited liability company incorporated and domiciled in Denmark with its registered office located at Dr. Neergaards Vej 5f, DK-2970 Hørsholm, Denmark.

On February 5, 2021, the Company completed an initial public offering (“IPO”), which resulted in the listing of ADSs representing the company’s ordinary shares, under the symbol “EVAX” in the United States on the Nasdaq Capital Market.

On January 22, 2024, the Company made effective a change to its ratio of ADSs to its ordinary shares, DKK 1 nominal value (the “ADS Ratio”). The ratio has been changed from one ADS representing one ordinary share to a new ADS Ratio of one ADS representing ten ordinary shares of the Company. The change was made to enable the Company to regain compliance with the Nasdaq minimum bid price requirement. Unless specified otherwise, all references in this annual report to ADS share and ADS per share data have been adjusted, including historical data as the price per ADS has been retroactively adjusted, to give effect to the ADS Ratio change.

The consolidated financial statements of Evaxion Biotech A/S and its subsidiaries (collectively, the “Group”) for the year ended December 31, 2023, were approved, and authorized for issuance, by the Audit Committee of the Board of Directors on March 26, 2024.

Emerging Growth Company status

Evaxion is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”).

The Company has elected to take advantage of specified reduced reporting and regulatory requirements in contrast to those otherwise applicable generally to public companies. This provision includes the exemption from the auditor attestation requirement in the assessment of the Company’s internal control over financial reporting pursuant to Section 404 the Sarbanes-Oxley Act of 2002, or the Sarbanes-Oxley Act.

Evaxion will remain an emerging growth company until the earliest of (i) the last day of the first fiscal year (a) following the fifth anniversary of the completion of the global offering, (b) in which its annual gross revenue totals at least $1.235 billion or (c) when the Company is deemed to be a large accelerated filer, which means the market value of the Company’s ordinary shares that is held by non-affiliates exceeds $700.0 million as of the prior June 30th and (ii) the date on which the Company has issued more than $1.0 billion in non-convertible debt securities during the prior three-year period.

Provisions (Tables)

12 Months Ended

Dec. 31, 2023

Provisions

Schedule of change in provisions.


	Provisions
	(USD in
	thousands)
Carrying amount at January 1, 2023	$	144
Currency adjustment		5
Carrying amount at December 31, 2023	$	149


	Provisions
	(USD in
	thousands)
Carrying amount at January 1, 2022	$	153
Currency adjustment		(9)
Carrying amount at December 31, 2022	$	144

Borrowings - EIB Loan (Details) $ in Thousands, € in Millions			1 Months Ended	12 Months Ended
	Feb. 17, 2022 EUR (€)	Feb. 17, 2022 USD ($)	Aug. 31, 2020 EUR (€) tranche	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Borrowings
Interest rate				6.00%
Interest expenses \| $				$ 1	$ 34	$ 5
EIB Loan Agreement
Borrowings
Principal amount			€ 20.0
Number of tranches \| tranche			3
Term from disbursement dates			6 years
Effective interest rate, monthly	0.78%	0.78%
Interest expenses \| $				$ 700	$ 600	$ 0
Loan repayment period	6 years	6 years
EIB Loan Agreement \| Fixed interest rate
Borrowings
Interest rate	3.00%	3.00%
EIB Loan Agreement \| Payment-in-kind interest rate
Borrowings
Interest rate	4.00%	4.00%
Tranche One
Borrowings
Principal amount			€ 7.0
Proceeds from the draw of loan agreement	€ 7.0	$ 7,800
Tranche Two
Borrowings
Principal amount			6.0
Tranche Three
Borrowings
Principal amount			€ 7.0

Prepayments and other receivables

12 Months Ended

Dec. 31, 2023

Prepayments and other receivables

Prepayments and other receivables

Note 14. Prepayments and other receivables


	Years Ended December 31,
	2023		2022

	(USD in thousands)
VAT receivables	$	143	$	287
Prepayments		1,692		2,494
Receivables from collaboration partners		9		—
Other receivables		108		10
Total prepayments and other receivables	$	1,952	$	2,791

Prepayments and other receivables (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Prepayments and other receivables
VAT receivables	$ 143	$ 287
Prepayments	1,692	2,494
Receivables from collaboration partners	9
Other receivables	108	10
Total prepayments and other receivables	$ 1,952	$ 2,791

Employees and Employee-Related Costs - Employee Costs (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Employees and Employee-Related Costs
Wages and salaries	$ 8,436	$ 8,182	$ 7,558
Cash bonus	393	789	668
Share-based compensation expenses	479	942	1,379
Other social security expenses	18	19	28
Other staff expenses	216	389	364
Total Employee cost	9,542	10,321	9,997
Non-management employee benefit expense	7,125	7,622	7,250
Research and development expenses
Employees and Employee-Related Costs
Share-based compensation expenses	377	760	1,051
Total Employee cost	6,410	8,156	7,845
Non-management employee benefit expense	5,255	6,639	6,414
General and administrative expense
Employees and Employee-Related Costs
Share-based compensation expenses	102	182	328
Total Employee cost	3,132	2,165	2,152
Non-management employee benefit expense	$ 1,870	$ 983	$ 836

Borrowings - Summary (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Borrowings.
Loan from lessor	$ 1,022	$ 1,068
EIB Loan	7,626	6,932
Total Borrowings	8,648	8,000
Less: Borrowings, current portion	(159)	(136)
Total Borrowings, net of current portion	$ 8,489	$ 7,864

Financial Instruments and Risk Management (Details) $ in Millions		12 Months Ended
	Feb. 17, 2022 kr / shares shares	Dec. 31, 2023 USD ($)
Disclosure of financial liabilities [line items]
Warrants received (in shares) \| shares	351,036
Exercise price (per warrant) \| kr / shares	kr 1
10% increase in volatility
Disclosure of financial liabilities [line items]
Fair value of derivative liability		$ 3.0
10% decrease in volatility
Disclosure of financial liabilities [line items]
Fair value of derivative liability		$ 2.5

Significant Accounting Judgements, Estimates, and Assumptions

12 Months Ended

Dec. 31, 2023

Significant Accounting Judgements, Estimates, and Assumptions

Significant Accounting Judgements, Estimates, and Assumptions

Note 4. Significant Accounting Judgements, Estimates, and Assumptions

The preparation of the consolidated financial statements in conformity with IFRS as issued by the IASB requires management to make judgements, estimates and assumptions that affect the application of policies and amounts reported in the consolidated financial statements and accompanying notes. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.

The critical accounting policies which involve significant estimates, assumptions or judgements, the actual outcome of which could have a material impact on the Company’s results and financial position outlined below, are as follows:

Share-based compensation

Management determines costs for share-based payments using market-based valuation techniques. The fair value of the share awards is determined at the date of grant using generally accepted valuation techniques or valuation based on the Company’s fundraising events. Assumptions are made and judgments are used in applying valuation techniques. Prior to the Company’s IPO completed in February 2021, these assumptions and judgments include estimating the fair value for the underlying ordinary share on the warrant grant date, as well as the likelihood of liquidity events such as IPOs. Such judgments and assumptions are inherently uncertain. Changes in these assumptions affect the fair value estimates as well as the term applied to the expense recognition.

Subsequent to the Company’s IPO completed in February 2021, determining the initial fair value and subsequent accounting for equity awards require significant judgment regarding expected life and volatility of an equity award; however, as a public listed company there is objective evidence of the fair value of an ordinary share on the date an equity award is granted. Refer to Note 9 for further detail surrounding share-based compensation.

EIB Loan and EIB Warrant liability

In February 2022, the first tranche related to the Company’s loan agreement with the European Investment Bank (EIB) was drawn down. As part of the loan arrangement warrants were granted to EIB.

The liability is initially recognized at fair value, net of transaction costs incurred (this includes the amount attributable to the warrants (see below). The loan is subsequently measured at amortized cost using the effective interest method. The effective interest rate is determined based on the outstanding amount and the fixed interest payments during the period outstanding and the accumulated payment-in-kind interest payment to be paid upon repayment. The warrants are considered a liability as they can be settled in cash and form part of the overall return to EIB on the financing arrangement and are thus accounted for in accordance with the financial instruments standards IAS 32 and IFRS 9. The liability is measured initially at its fair value. The cost upon initial recognition is accounted for as transaction costs as it is directly linked to the drawdown on each individual tranche of the EIB Loan. The warrant liability is subsequently remeasured at the redemption amount. Significant judgment is made in respect of valuation of the warrants.

2023 SPA Investor Warrants

In December 2023, the Company entered into a Securities Purchase Agreement with the 2023 SPA Investors, for the issuance and sale in a private placement of the Company’s ordinary shares, DKK 1 nominal value represented by ADSs and accompanying 2023 SPA Investor Warrants to purchase ordinary shares represented by ADSs. In accordance with IAS 32, the Company determined that the 2023 SPA Investor Warrants are derivative financial instruments because while they contain no contractual obligation to deliver cash or other financial instruments to the holders other than the Company’s own ordinary shares, the exercise price of the 2023 SPA Investor Warrants are in USD and not the Company’s functional currency. The 2023 SPA Investor Warrants are accounted for in accordance with IFRS 9 and were determined to be liability classified.

The warrant liability is measured at fair value at initial recognition and subsequently remeasured at fair value each reporting date until either exercised or expired. Significant judgment is made in respect of valuation of the warrants. The fair value of the warrants are determined using a Black-Scholes valuation model, considering relevant inputs, including the expected share price volatility, remaining contractual term, risk-free interest rate and expected dividend. Refer to Note 6 for detailed information on the fair value measurement of the 2023 SPA Investor Warrants, including the significant inputs, and the effect of changes in those inputs.

Leasehold improvements and loan from lessor

A significant judgment was made in respect of determining whether customization of leased premises forms part of the lease or is a leasehold improvement funded by the lessor. See the section “Leasehold improvements and Loan from lessor” in Note 3.

There have been no other changes to the application of critical accounting judgments, or estimation uncertainties regarding accounting estimates.

Liquidity and Going Concern Assessment (Details) $ / shares in Units, $ in Millions						12 Months Ended
	Dec. 18, 2023 USD ($) $ / shares shares	Jul. 31, 2023 USD ($) $ / shares	Oct. 03, 2022 USD ($)	Jun. 07, 2022 USD ($) $ / shares shares	Feb. 17, 2022 shares	Dec. 31, 2023 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares	Dec. 31, 2023 kr / shares	Dec. 18, 2023 kr / shares	Dec. 31, 2022 kr / shares	Aug. 31, 2022 kr / shares	Jun. 07, 2022 kr / shares	Jan. 04, 2021 kr / shares
Liquidity and Going Concern Assessments
Number of warrants to be granted \| shares					351,036
2023 SPA Investor Warrants
Liquidity and Going Concern Assessments
IFRS warrants and rights outstanding, term	3 years
Ordinary shares par value \| kr / shares									kr 1
Shares sold (in shares) \| shares	9,726,898
Gross proceeds from exercise of warrants	$ 6.8
Ordinary Shares
Liquidity and Going Concern Assessments
Ordinary shares par value \| kr / shares								kr 1		kr 1	kr 1		kr 1
Ordinary Shares \| 2023 SPA Investor Warrants
Liquidity and Going Concern Assessments
Exercise price per warrant \| $ / shares						$ 0.71
Number of warrants to be granted \| shares						9,726,898
Gross proceeds from exercise of warrants						$ 2.6
Lincoln Park Purchase Agreement \| ADS
Liquidity and Going Concern Assessments
Maximum aggregate value of shares to sell				$ 40.0
Period of agreement (in months)				36 months
Maximum value of shares to sell in a single value of shares to sell in a single transaction				$ 1.5
Number of shares issued as commitment fee \| shares				428,572
Value of shares issued as commitment fee				$ 1.2
Ordinary shares par value \| kr / shares												kr 1
Share purchase price \| $ / shares				$ 2.80
At-The-Market Issuance Sales Agreement
Liquidity and Going Concern Assessments
Percentage of commission to be paid			3.00%
Ordinary shares par value \| kr / shares								kr 1
Shares sold (in shares) \| shares						3,679,954
At-The-Market Issuance Sales Agreement \| ADS
Liquidity and Going Concern Assessments
Maximum aggregate value of shares to sell			$ 14.4
Percentage of commission to be paid			3.00%
Threshold period of prior notice to terminate agreement			10 days
Shares sold (in shares) \| shares							118,853
Proceeds from issue of shares						$ 6.4	$ 0.3
Share purchase price \| $ / shares						$ 17.10	$ 27.40
At-The-Market Issuance Sales Agreement \| Ordinary Shares
Liquidity and Going Concern Assessments
Ordinary shares par value \| kr / shares										kr 1
Financing Agreement with Global Growth Holding Limited
Liquidity and Going Concern Assessments
Period of agreement (in months)		36 months
Ordinary shares par value \| $ / shares		$ 1
Right to issue maximum amount of notes in tranches		$ 0.7
Commitment fee payable		1.1
Maximum Amount Of Convertible Notes That Can Be Issued		$ 20.0
Private placement
Liquidity and Going Concern Assessments
Proceeds from issue of shares	$ 5.3
Private placement \| 2023 SPA Investor Warrants
Liquidity and Going Concern Assessments
IFRS warrants and rights outstanding, term	3 years
Exercise price per warrant \| $ / shares	$ 0.71
Proceeds from issue of shares	$ 5.3
Share purchase price \| $ / shares	$ 0.54
Gross proceeds from exercise of warrants	$ 6.8
Private placement \| Ordinary Shares
Liquidity and Going Concern Assessments
Shares sold (in shares) \| shares	9,726,898
Private placement \| Ordinary Shares \| 2023 SPA Investor Warrants
Liquidity and Going Concern Assessments
Exercise price per warrant \| $ / shares	$ 0.71
Number of warrants to be granted \| shares	9,726,898
Share purchase price \| $ / shares	$ 0.54

Summary of Accounting Policies - 2023 SPA Investor Warrants (Details) - $ / shares		12 Months Ended
	Feb. 17, 2022	Dec. 31, 2023
Summary of Significant Accounting Policies
Number of warrants to be granted	351,036
Ordinary Shares [Member] \| 2023 SPA Investor Warrants
Summary of Significant Accounting Policies
Number of warrants to be granted		9,726,898
Exercise price per warrant		$ 0.71

Share-Based Payments (Tables)

12 Months Ended

Dec. 31, 2023

Share-Based Payments

Schedule of granted warrants



			Weighted		Weighted Average
			Average		Remaining
	Number of		Exercise		Contractual Life
	warrants		Price/Share		(years)
Warrants granted as at December 31, 2020	2,228,076		DKK1		15
Warrants granted during 2021⁽¹⁾	63,802		DKK1
Warrants granted December 2021	523,599		USD 5.38
Warrants exercised	(62,284)	⁽²⁾	DKK1
Warrants forfeited	(10,178)		DKK1
Warrants cancelled	(10,397)		DKK1
Warrants granted as at December 31, 2021	2,732,618		DKK 7.53		13
Warrants granted	491,612		USD 2.24
Warrants exercised	(388,181)	⁽²⁾	USD 2.42
Warrants forfeited	(92,956)		USD 1.28
Warrants cancelled	—		—
Warrants granted as at December 31, 2022 ⁽³⁾	2,743,093		USD 1.50		11
Warrants granted	559,115		USD 1.02
Warrants exercised	(360,731)	⁽²⁾	USD 0.14
Warrants forfeited	(203,004)		USD 2.08
Warrants cancelled	—		—
Warrants granted as at December 31, 2023⁽³⁾	2,738,473		USD 1.41	⁽⁴⁾	10
Warrants exercisable as at December 31, 2021	2,072,122
Warrants exercisable as at December 31, 2022 ⁽³⁾	1,988,106
Warrants exercisable as at December 31, 2023 ⁽³⁾	2,007,123

(1)	Of which 62,147 warrants were legally granted in June 2021 and the remaining 1,655 warrants were legally granted in December 2020.

(2)	The weighted average share price at the date of exercise were USD 0.14, USD 2.42 and USD 5.59 for the years ended December 31, 2023, 2022, and 2021, respectively.

(3)	The number of warrants excludes 2023 SPA Investor Warrants and EIB Warrants referred to in Note 6.

(4)	December 31, 2023, USD-end rate used.

Schedule of share based compensation included in consolidated statements of comprehensive loss


	Years Ended
	December 31,
	2023		2022		2021

	(USD in thousands)
Research and development expenses	$	377	$	760	$	1,051
General and administrative expenses		102		182		328
Total	$	479	$	942	$	1,379

Schedule of assumptions have been applied for the warrants issued

The following assumptions have been applied for the warrants issued during the years ended December 31, 2023, 2022, and 2021:


	Years Ended December 31,
	2023			2022			2021
Expected term (in years)		6.5			6.5			6.5
Risk-free interest rate		4.27	%		3.66	%		1.34	%
Expected volatility		85	%		85	%		85	%
Share price	$	0.70		$	2.10		$	4.20

Schedule of outstanding warrants by grant date

The following schedule specifies the outstanding warrants as at December 31, 2023:


	Per
	warrant		Average	Remaining
	grant	Number of	exercise price	term to
	date fair value	warrants	per warrant	maturity
Outstanding program	(DKK)	outstanding	(DKK)	(years)
Grant (December 2016)	20.91	318,192	1	13
Grant (September 2017)	28.71	467,184	1	13
Grant (December 2017)	28.71	92,673	1	13
Grant (during 2018)	37.05	163,116	1	13
Grant (February 2019)	42.57	7,956	1	13
Grant (September 2019)	56.35	54,000	1	13
Grant (October 2019)	56.97	112,995	1	13
Grant (December 2020)	56.75	175,567	1	8
Grant (April 2021)	45.31	1,655	1	8
Grant (June 2021)	40.86	62,147	1	8
Grant (December 2021)	19.22	422,451	USD 5.38	8
Grant (March 2022)	13.46	30,560	USD 2.96	8
Grant (June 2022)	8.85	5,004	USD 1.83	8
Grant (June 2022)	8.85	4,448	USD 1.83	8
Grant (June 2022)	8.85	45,000	USD 1.83	8
Grant (September 2022)	10.46	7,529	USD 2.42	8
Grant (December 2022)	10.95	15,279	USD 2.23	8
Grant (December 2022)	10.95	293,602	USD 2.23	8
Grant (January 2023)	9.17	10,000	USD 1.94	8
Grant (September 2023)	4.27	100,000	USD 1.02	8
Grant (September 2023)	2.57	50,000	USD 1.50	3
Grant (December 2023)	3.61	299,115	USD 0.75	8
Granted at December 31, 2023		2,738,473
Warrants exercisable at December 31, 2023		2,007,123

The following schedule specifies the outstanding warrants as at December 31, 2022:


	Per
	warrant		Average	Remaining
	grant	Number of	exercise price	term to
	date fair value	warrants	per warrant	maturity
Outstanding program	(DKK)	outstanding	(DKK)	(years)
Grant (December 2016)	20.91	437,114	1	14
Grant (September 2017)	28.71	617,184	1	14
Grant (December 2017)	28.71	122,040	1	14
Grant (during 2018)	37.05	170,496	1	14
Grant (February 2019)	42.57	7,956	1	14
Grant (September 2019)	56.35	54,000	1	14
Grant (October 2019)	56.97	150,660	1	14
Grant (December 2020)	56.75	193,064	1	9
Grant (April 2021)	45.31	1,655	1	9
Grant (June 2021)	40.86	62,147	1	9
Grant (December 2021)	19.22	435,165	USD 5.38	9
Grant (March 2022)	13.46	35,000	USD 2.96	9
Grant (June 2022)	8.85	10,000	USD 1.83	9
Grant (June 2022)	8.85	10,000	USD 1.83	9
Grant (June 2022)	8.85	45,000	USD 1.83	9
Grant (September 2022)	10.46	11,000	USD 2.42	9
Grant (December 2022)	10.95	50,000	USD 2.23	9
Grant (December 2022)	10.95	330,612	USD 2.23	9
Granted at December 31, 2022		2,743,093
Warrants exercisable at December 31, 2022		1,988,106

The following schedule specifies the outstanding warrants as at December 31, 2021:


	Per
	warrant		Average	Remaining
	grant	Number of	exercise price	term to
	date fair value	warrants	per warrant	maturity
Outstanding program	(DKK)	outstanding	(DKK)	(years)
Grant (December 2016)	20.91	701,356	1	15
Grant (September 2017)	28.71	617,184	1	15
Grant (December 2017)	28.71	122,040	1	15
Grant (during 2018)	37.05	174,564	1	15
Grant (February 2019)	42.57	7,956	1	15
Grant (September 2019)	56.35	54,000	1	15
Grant (October 2019)	56.97	150,660	1	15
Grant (December 2020)	56.75	317,457	1	10
Grant (April 2021)	45.31	1,655	1	10
Grant (June 2021)	40.86	62,147	1	10
Grant (December 2021)	19.22	523,599	USD 5.38	10
Granted at December 31, 2021		2,732,618
Warrants exercisable at December 31, 2021		2,732,618

Schedule of share based awards to Board of Directors and Executive Management


		Warrants held when				Warrants held when					Warrants held when
		becoming or leaving				becoming or leaving					becoming or leaving
	January 1,	as a member			December 31,	as a member				December 31,	as a member				December 31,
	2021	of management	Granted	Exercised	2021	of management	Granted	Exercised	Forfeited	2022	of management	Granted	Exercised	Forfeited	2023
Steven Projan	42,048	—	4,583	—	46,631	—	5,000	—	—	51,631	—	—	—	—	51,631
Roberto Prego	34,164	—	4,583	—	38,747	—	5,000	—	—	43,747	—	5,000	—	—	48,747
Jo Ann Suzich (former) ⁽⁴⁾	10,260	—	—	—	10,260	—	—	—	—	10,260	—	—	—	—	10,260
Marianne Søgaard ⁽¹⁾	94,320	—	9,167	—	103,487	—	10,000	—	—	113,487	—	75,000	—	—	188,487
Helen Boudreau (former) ⁽²⁾	5,436	—	—	(5,436)	—	—	—	—	—	—	—	—	—	—	—
Lars Holtug	—	—	4,583	—	4,583	—	5,000	—	—	9,583	—	5,000	—	—	14,583
Niels Iversen Møller	—	—	—	—	—	—	3,750	—	—	3,750	—	8,125	—	—	11,875
Board of Directors in total	186,228	—	22,916	(5,436)	203,708	—	28,750	—	—	232,458	—	93,125	—	—	325,583
Lars Aage Staal Wegner	852,084	—	64,167	—	916,251	—	—	(62,736)	(45,327)	808,188	—	—	(200,000)	—	608,188
Birgitte Rønø	—	29,376	45,000	—	74,376	—	25,000	—	—	99,376	—	12,500	—	—	111,876
Erik Heegaard	—	—	97,564	—	97,564	—	25,000	—	—	122,564	—	—	—	—	122,564
Glenn S. Vraniak (former) ⁽³⁾	150,660	—	—	—	150,660	—	—	(112,995)	—	37,665	—	—	(37,665)	—	—
Andreas Holm Mattsson	—	—	—	—	—	—	35,000	—	—	35,000	—	6,250	—	—	41,250
Bo Karmark	—	—	—	—	—	45,000	16,667	—	—	61,667	—	—	—	—	61,667
Jesper Nyegaard Nissen	—	—	—	—	—	25,000	20,833	—	—	45,883	—	12,500	—	—	58,333
Niels Iversen Møller ⁽⁵⁾	—	—	—	—	—	—	3,125	—	—	3,125	—	8,750	—	—	11,875
Per Norlén ⁽⁶⁾	—	—	—	—	—	50,000	3,125	—	—	53,125	—	—	—	(37,150)	15,975
Thomas Bogenrieder ⁽⁷⁾	—	—	—	—	—	—	—	—	—	—	4,356	—	—	—	4,356
Christian Kanstrup ⁽⁷⁾	—	—	—	—	—	—	—	—	—	—	—	169,167	—	—	169,167
Executive Management in total	1,002,744	29,376	206,731	—	1,238,581	120,000	128,750	(175,731)	(45,327)	1,266,543	4,356	209,167	(237,665)	(37,150)	1,205,251

(1)	As of November 25, 2020, 26,964 warrants were granted for services provided before taking on the Board of Directors position.

(2)	Former board member from June 30, 2020, to May 25, 2021.

(3)	Mr. Vraniak resigned as the Chief Financial Officer of the Company effective November 1, 2021.

(4)	Board member until May 25, 2021.

(5)	Became a Board member in 2022.

(6)	Mr. Norlén resigned as the Chief Executive Officer of the Company effective September 1, 2023.

(7)	Became a member of Executive Management in 2023.

Provisions

12 Months Ended

Dec. 31, 2023

Provisions

Provisions

Note 22. Provisions

The Company is required to restore the lease premises of its office and laboratory space in Hørsholm, Denmark to its original condition at the end of the lease term. A provision is recognized for the present value using a discount rate based on the Company’s risk adjusted incremental borrowing rate of the estimated expenditure required to remove any leasehold improvements. These costs have been capitalized as part of the cost of leasehold improvements and are amortized over the lease term.

Changes in the provision balance during the year ended December 31, 2023, are as follows:


	Provisions
	(USD in
	thousands)
Carrying amount at January 1, 2023	$	144
Currency adjustment		5
Carrying amount at December 31, 2023	$	149

Changes in the provision balance during the year ended December 31, 2022, are as follows:


	Provisions
	(USD in
	thousands)
Carrying amount at January 1, 2022	$	153
Currency adjustment		(9)
Carrying amount at December 31, 2022	$	144

Capital Structure and Financial Matters - Capital transactions (Details) $ / shares in Units, $ in Thousands		1 Months Ended
	Nov. 05, 2021 shares	Nov. 30, 2021 USD ($) $ / shares shares	Feb. 28, 2021 USD ($) $ / shares shares	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Nov. 30, 2021 DKK (kr)	Feb. 28, 2021 DKK (kr)
Disclosure of classes of share capital [line items]
Registered, issued, and outstanding share capital				$ 5,899	$ 3,886		kr 19,198,668
American Depositary Shares [Member] \| IPO
Disclosure of classes of share capital [line items]
Shares sold (in shares)			300,000
Weighted average share price \| $ / shares			$ 100.00
Proceeds from sales \| $			$ 25,300
American Depositary Shares [Member] \| Follow-on public offering
Disclosure of classes of share capital [line items]
Shares sold (in shares)		394,286
Weighted average share price \| $ / shares		$ 70.00
Proceeds from sales \| $		$ 24,900
Registered, issued, and outstanding share capital \| kr						kr 23,141,524
American Depositary Shares [Member] \| Underwriters option to purchase shares
Disclosure of classes of share capital [line items]
Shares sold (in shares)	51,429

Cash and Cash Equivalents (Tables)

12 Months Ended

Dec. 31, 2023

Cash and Cash Equivalents

Schedule of cash and cash equivalents


	Years Ended December 31,
	2023		2022

	(USD in thousands)
Cash and cash equivalents	$	5,583	$	13,184
Total cash and cash equivalents	$	5,583	$	13,184

Schedule of changes in net working capital


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Changes in receivables and tax receivables	$	1,107	$	(1,486)	$	1,863
Changes in trade payables		502		(599)		(647)
Changes in other payables		(47)		(792)		21
Changes in net working capital	$	1,562	$	(2,877)	$	1,237

Schedule of adjustments for non-cash items


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Income taxes	$	(790)	$	(772)	$	(178)
Tax credit schemes accounted for as grants		(194)		(226)		(12)
Depreciation		615		571		344
Impairment		—		87		—
Interest income		(154)		(13)		—
Interest expense		897		798		159
Share-based compensation expenses		479		942		1,379
Acquisition of property, plant and equipment		—		—		(90)
Loss in change from fair value of derivative liability		110		—		—
Gain in change from fair value of warrant liability		(392)		(395)		—
Other adjustments: Other adjustments, primarily exchange rate adjustments		615		(1,315)		(1,061)
Total adjustments for non-cash items	$	1,186	$	(323)	$	541

Schedule of reconciliation of liabilities from financing activities


	December 31,				Accumulated		Transaction				Exchange rate		December 31,
(USD in thousands)	2022		Cash flows		interest		Costs		Additions		adjustment		2023
Lease liabilities	$	2,255	$	(326)	$	172	$	—	$	45	$	76	$	2,222
Borrowings		8,000		(306)		638		—		65		251		8,648
Provisions		144		—		—		—		—		5		149
Total liabilities from financing activities	$	10,399	$	(632)	$	810	$	—	$	110	$	332	$	11,019


	December 31,				Accumulated		Transaction				Exchange rate		December 31,
(USD in thousands)	2021		Cash flows		interest		Costs		Additions		adjustment		2022
Lease liabilities	$	2,520	$	(305)	$	176	$	—	$	15	$	(151)	$	2,255
Borrowings		1,170		7,730		524		(1,117)		84		(391)		8,000
Provisions		153		—		—		—		—		(9)		144
Total liabilities from financing activities	$	3,843	$	7,425	$	700	$	(1,117)	$	99	$	(551)	$	10,399

Share-Based Payments - Key Management Holdings (Details)		1 Months Ended			12 Months Ended
	Nov. 25, 2020 EquityInstruments	Dec. 31, 2021 EquityInstruments	Jun. 30, 2021 Options	Dec. 31, 2020 EquityInstruments	Dec. 31, 2023 EquityInstruments	Dec. 31, 2023 Options	Dec. 31, 2023 shares	Dec. 31, 2022 EquityInstruments	Dec. 31, 2022 Options	Dec. 31, 2022 shares	Dec. 31, 2021 EquityInstruments	Dec. 31, 2021 shares
Warrants
Share-Based Payments
Warrants granted at beginning of period					2,743,093	2,743,093		2,732,618	2,732,618		2,228,076
Warrants granted		523,599	62,147	1,655	559,115			491,612			63,802	523,599
Warrants exercised					(360,731)			(388,181)			(62,284)
Forfeited					(203,004)			(92,956)			(10,178)
Warrants granted at end of period		2,732,618		2,228,076	2,738,473	2,738,473		2,743,093	2,743,093		2,732,618
Board of Directors [Member]
Share-Based Payments
Warrants granted	26,964
Board of Directors [Member] \| Warrants
Share-Based Payments
Warrants granted at beginning of period					232,458			203,708			186,228
Warrants granted					93,125			28,750			22,916
Warrants exercised											(5,436)
Warrants granted at end of period		203,708		186,228	325,583			232,458			203,708
Steven Projan \| Warrants
Share-Based Payments
Warrants granted at beginning of period					51,631			46,631			42,048
Warrants granted								5,000			4,583
Warrants granted at end of period		46,631		42,048	51,631			51,631			46,631
Roberto Prego \| Warrants
Share-Based Payments
Warrants granted at beginning of period					43,747			38,747			34,164
Warrants granted					5,000			5,000			4,583
Warrants granted at end of period		38,747		34,164	48,747			43,747			38,747
Jo Ann Suzich (former) \| Warrants
Share-Based Payments
Warrants granted at beginning of period					10,260			10,260			10,260
Warrants granted at end of period		10,260		10,260	10,260			10,260			10,260
Marianne Sgaard \| Warrants
Share-Based Payments
Warrants granted at beginning of period					113,487			103,487			94,320
Warrants granted					75,000			10,000			9,167
Warrants granted at end of period		103,487		94,320	188,487			113,487			103,487
Helen Boudreau \| Warrants
Share-Based Payments
Warrants granted at beginning of period											5,436
Warrants exercised											(5,436)
Warrants granted at end of period				5,436
Lars Holtug \| Warrants
Share-Based Payments
Warrants granted at beginning of period					9,583			4,583
Warrants granted					5,000			5,000			4,583
Warrants granted at end of period		4,583			14,583			9,583			4,583
Niels Iversen Moller \| Warrants
Share-Based Payments
Warrants granted at beginning of period					3,750
Warrants granted					8,125			3,750
Warrants granted at end of period					11,875			3,750
Christian Kanstrup \| Warrants
Share-Based Payments
Warrants granted					169,167
Warrants granted at end of period					169,167
Executive Management [Member] \| Warrants
Share-Based Payments
Warrants granted at beginning of period					1,266,543			1,238,581			1,002,744
Warrants granted					209,167			128,750			206,731
Warrants held when becoming a member of management \| shares							4,356			120,000		29,376
Warrants exercised					(237,665)			(175,731)
Forfeited					(37,150)			(45,327)
Warrants granted at end of period		1,238,581		1,002,744	1,205,251			1,266,543			1,238,581
Lars Aage Staal Wegner \| Warrants
Share-Based Payments
Warrants granted at beginning of period					808,188			916,251			852,084
Warrants granted											64,167
Warrants exercised					(200,000)			(62,736)
Forfeited								(45,327)
Warrants granted at end of period		916,251		852,084	608,188			808,188			916,251
Birgitte Rn \| Warrants
Share-Based Payments
Warrants granted at beginning of period					99,376			74,376
Warrants granted					12,500			25,000			45,000
Warrants held when becoming a member of management \| shares												29,376
Warrants granted at end of period		74,376			111,876			99,376			74,376
Thomas Bogenrieder \| Warrants
Share-Based Payments
Warrants held when becoming a member of management \| shares							4,356
Warrants granted at end of period					4,356
Erik Heegaard \| Warrants
Share-Based Payments
Warrants granted at beginning of period					122,564			97,564
Warrants granted								25,000			97,564
Warrants granted at end of period		97,564			122,564			122,564			97,564
Glenn S. Vraniak \| Warrants
Share-Based Payments
Warrants granted at beginning of period					37,665			150,660			150,660
Warrants exercised					(37,665)			(112,995)
Warrants granted at end of period		150,660		150,660				37,665			150,660
Andreas Holm Mattsson \| Warrants
Share-Based Payments
Warrants granted at beginning of period					35,000
Warrants granted					6,250			35,000
Warrants granted at end of period					41,250			35,000
Bo Karmark \| Warrants
Share-Based Payments
Warrants granted at beginning of period					61,667
Warrants granted								16,667
Warrants held when becoming a member of management \| shares										45,000
Warrants granted at end of period					61,667			61,667
Jesper Nyegaard Nissen \| Warrants
Share-Based Payments
Warrants granted at beginning of period					45,883
Warrants granted					12,500			20,833
Warrants held when becoming a member of management \| shares										25,000
Warrants granted at end of period					58,333			45,883
Niels Iversen Mller \| Warrants
Share-Based Payments
Warrants granted at beginning of period					3,125
Warrants granted					8,750			3,125
Warrants granted at end of period					11,875			3,125
Per Norln \| Warrants
Share-Based Payments
Warrants granted at beginning of period					53,125
Warrants granted								3,125
Warrants held when becoming a member of management \| shares										50,000
Forfeited					(37,150)
Warrants granted at end of period					15,975			53,125

Capital Structure and Financial Matters - JonesTrading Sales Agreement (Details) kr / shares in Units, $ / shares in Units, $ in Millions		12 Months Ended
	Oct. 03, 2022 USD ($)	Dec. 31, 2023 USD ($) $ / shares shares	Dec. 31, 2023 DKK (kr) kr / shares shares	Dec. 31, 2022 USD ($) $ / shares shares	Dec. 31, 2022 DKK (kr) kr / shares shares	Aug. 31, 2022 kr / shares	Jan. 04, 2021 kr / shares
Capital Structure and Financial Matters
Increase in share capital \| kr			kr 3,679,954
Ordinary Shares [Member]
Capital Structure and Financial Matters
Par value per share			kr 1		kr 1	kr 1	kr 1
At-The-Market Issuance Sales Agreement
Capital Structure and Financial Matters
Percentage of commission to be paid	3.00%
Shares sold (in shares) \| shares		3,679,954	3,679,954
Par value per share			kr 1
At-The-Market Issuance Sales Agreement \| ADS
Capital Structure and Financial Matters
Maximum aggregate value of shares to sell \| $	$ 14.4
Percentage of commission to be paid	3.00%
Threshold period of prior notice to terminate agreement	10 days
Shares sold (in shares) \| shares				118,853	118,853
Share purchase price \| $ / shares		$ 17.10		$ 27.40
Proceeds from sales \| $		$ 6.4		$ 0.3
Increase in share capital \| kr					kr 118,853
At-The-Market Issuance Sales Agreement \| Ordinary Shares [Member]
Capital Structure and Financial Matters
Par value per share					kr 1

Cash and Cash Equivalents - Adjustments for non-cash items (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Adjustments to reconcile profit (loss) [abstract]
Income taxes	$ (790)	$ (772)	$ (178)
Tax credit schemes accounted for as grants	(194)	(226)	(12)
Depreciation	615	571	344
Impairment		87
Interest income	(154)	(13)
Interest expense	897	798	159
Share-based compensation expenses	479	942	1,379
Acquisition of property, plant and equipment			(90)
Loss in change from fair value of derivative liability	110
Adjustments For Gain In Change From Fair Value Of Warrant Liability	392	395
Other adjustments: Other adjustments, primarily exchange rate adjustments	615	(1,315)	(1,061)
Total adjustments for non-cash items	$ 1,186	$ (323)	$ 541

Capital Structure and Financial Matters

12 Months Ended

Dec. 31, 2023

Capital Structure and Financial Matters

Capital Structure and Financial Matters

Note 19. Capital Structure and Financial Matters

Share capital – ordinary shares

Capital transactions

In February 2021, the Company completed its IPO through which the Company issued and sold 300,000 ADSs, at a price to the public of $100.00 per ADS. The Company received aggregate net proceeds of $25.3 million from the IPO, after deducting the underwriting discounts and commissions and offering expenses. Upon the completion of the IPO, our registered, issued, and outstanding share capital was nominal DKK 19,198,668.

In November 2021, the Company completed a follow-on public offering through which the Company issued and sold 394,286 ADSs, at a price to the public of $70.00 per ADS. The shares issued were inclusive of the 51,429 ADSs issued to the underwriters pursuant to the full exercise of their option to purchase additional shares on November 5, 2021. The Company received aggregate net proceeds of $24.9 million from the follow-on public offering, which includes the funds received for the additional shares issued to the underwriters, after deducting the underwriting discounts and commissions and estimated offering expenses payable by us. Upon the completion of the follow-on public offering, the Company’s registered, issued, and outstanding share capital was nominal DKK 23,141,524.

Lincoln Park Purchase Agreement

On June 7, 2022, the Company entered into the Purchase Agreement, with Lincoln Park, pursuant to which the Company may elect to sell up to $40.0 million in the Company’s ordinary shares, DKK 1 nominal value, represented by ADSs, subject to certain limitations and conditions set forth in the Purchase Agreement. In addition, upon execution of the Purchase Agreement, the Company paid a commitment fee in the form of 428,572 ordinary shares at a price of $2.80 per share, for a total commitment fee of $1.2 million (the “Commitment Fee”). Under the Purchase Agreement, the Company may from time to time, at its discretion, direct Lincoln Park to purchase on any single business day, or a regular purchase, up to 50,000 ordinary shares represented by ADSs which may be increased to 70,000 ordinary shares represented by ADSs under certain circumstances set forth in the Purchase Agreement over the 36 month term of the Purchase Agreement. The purchase price of the ordinary shares represented by ADSs will be based upon the prevailing market price of the ADSs at the time of the purchase without any fixed discount. In addition, the Company may direct Lincoln Park to purchase additional amounts as accelerated purchases and additional accelerated purchases under certain circumstances. The Company is not obligated to sell any ordinary shares represented by ADSs pursuant to the Purchase Agreement and will control the timing and amount of any such sales, but in no event will Lincoln Park be required to purchase more than $1.5 million in ordinary shares represented by ADSs in any single regular purchase.

On July 7, 2022, the Company filed a “selling shareholder” registration statement with the U.S. Securities and Exchange Commission (“SEC”) related to the Purchase Agreement with Lincoln Park as the selling shareholder, through which the Company registered 4,649,250 ordinary shares represented by ADSs for resale to the public by Lincoln Park. The Company will not receive any proceeds from the resale of ADSs by Lincoln Park, however, assuming that the Company sells the full amount of its ordinary shares represented by ADSs to Lincoln Park, under the Purchase Agreement the Company may receive up to $40.0 million in aggregate proceeds.

As of December 31, 2023, the Company had issued and sold 428,572 ordinary shares represented by ADSs to Lincoln Park. Such shares were issued to Lincoln Park as payment of the Commitment Fee in consideration for Lincoln Park’s’ commitment to purchase our ordinary shares represented by ADSs under the Purchase Agreement. As of such date, the Company had not issued or sold any additional ordinary shares represented by ADSs to Lincoln Park under the Purchase Agreement. As of December 31, 2023, not all conditions to make the LPC Purchase Agreement operational have been met.

JonesTrading Sales Agreement

On October 3, 2022, the Company entered into an At-The-Market Issuance Sales Agreement with JonesTrading Institutional Services LLC (“JonesTrading”) under which the Company could sell up to an aggregate of $14.4 million of its ordinary shares represented by ADSs. The Company agreed to pay JonesTrading commission equal to 3% of the gross proceeds of the sales price of all ADSs sold through them as sales agent under the Sales Agreement. The offering of the Company’s ADSs pursuant to the Sales Agreement will terminate on the earliest of (1) the sale of all of the ordinary shares subject to the Sales Agreement, or (2) termination of the Sales Agreement by the Company or JonesTrading. The Company and JonesTrading may terminate the sales agreement at any time upon ten days prior notice. JonesTrading may terminate the Sales Agreement at any time in certain circumstances, including the occurrence of a material adverse change that, in their judgment, may make it impracticable or inadvisable to market or sell the Company’s ADSs or a suspension or limitation of trading the Company’s ADSs on The Nasdaq Capital Market.

During the year ended December 31, 2022, the Company sold 118,853 ADSs representing the Company’s ordinary shares, DKK 1 nominal value, at a VWAP of $27.40 per ADS. The ADSs were sold pursuant to the Sales Agreement with JonesTrading dated October 3, 2022. After deducting fees and expenses, total proceeds to the Company from the sales of the ADSs were approximately $0.3 million. In connection with such sales, the Company registered aggregate share capital increases of nominal DKK 118,853 with the Danish Business Authority.

During the year ended December 31, 2023, the Company sold 3,679,954 ordinary shares represented by ADSs, DKK 1 nominal value, at a VWAP of $17.10 per ADS. The ADSs were sold pursuant to the Sales Agreement with JonesTrading dated October 3, 2022. Total proceeds to the Company from the sales of the ADSs were approximately $6.4 million. In connection with such sales, the Company registered aggregate share capital increases of nominal DKK 3,679,954 with the Danish Business Authority.

2023 Securities Purchase Agreement

On December 18, 2023, the Company entered into a Securities Purchase Agreement with a group of certain investors including all members of the Company’s Management and Board of Directors, and MSD Global Health Innovation Fund, a corporate venture capital arm of Merck & Co., Inc., Rahway, NJ, USA, for the issuance and sale in private placement of 9,726,898 of ordinary shares, DKK 1 nominal value represented by ADSs, and accompanying 2023 SPA Investor Warrants to purchase up to 9,726,898 ordinary shares represented by ADSs at a purchase price of $0.54 per ordinary share. The 2023 SPA Investor Warrants are exercisable immediately upon issuance and expire three years after the closing date of the private placement and have an exercise price equal to $0.71 per share. The gross proceeds to the Company from the private placement were $5.3 million, with up to an additional $6.8 million of gross proceeds in the event of cash exercise of the 2023 SPA Investor Warrants, before deducting offering expenses payable by the Company. Of the initial gross proceeds to the Company, $2.6 million was allocated to the 2023 SPA Investor Warrants issued. Refer to Note 6 for additional information on the 2023 SPA Investor Warrants.

At year end, due to issue of shares and warrant exercise, the outstanding share capital was nominal DKK 37,897,780.

The following are changes in the Company’s share capital for the years ended December 31, 2021, 2022 and 2023:


	Number of	Share Capital
	Ordinary Shares	(DKK in thousands)
Share capital, December 31, 2020	16,198,668	16,198
Capital increase at February 9, 2021 (for initial public offering)	3,000,000	3,000
Capital increase at November 9, 2021 (for follow-on offering)	3,942,856	3,943
Capital increase November 2021 (exercised warrants)	62,284	63
Share capital, December 31, 2021	23,203,808	23,204
Capital increase April 2022 (exercised warrants)	54,072	54
Capital increase June 2022 (exercised warrants)	92,313	92
Capital increase June 2022 (exercised warrants)	37,665	38
Capital increase at June 7, 2022 (LPC purchase agreement)	428,572	429
Capital increase June 2022 (exercised warrants)	17,264	17
Capital increase August 2022 (exercised warrants)	92,313	92
Capital increase August 2022 (exercised warrants)	41,085	41
Capital increase September 2022 (exercised warrants)	10,836	11
Capital increase at October 13, 2022 (JonesTrading sales agreement)	23,405	23
Capital increase at October 17, 2022 (JonesTrading sales agreement)	26,396	26
Capital increase at October 20, 2022 (JonesTrading sales agreement)	64,601	65
Capital increase at December 5, 2022 (exercised warrants)	42,633	43
Capital increase at December 29, 2022 (JonesTrading sales agreement)	4,450	4
Share capital, December 31, 2022	24,139,413	24,139
Capital increase at January 4, 2023 (JonesTrading sales agreement)	186,584	187
Capital increase at January 4, 2023 (JonesTrading sales agreement)	447,829	448
Capital increase at January 5, 2023 (JonesTrading sales agreement)	94,278	94
Capital increase at January 20, 2023 (JonesTrading sales agreement)	259,407	259
Capital increase at January 24, 2023 (JonesTrading sales agreement)	79,657	80
Capital increase at January 24, 2023 (JonesTrading sales agreement)	71,678	72
Capital increase at February 7, 2023 (JonesTrading sales agreement)	96,271	96
Capital increase at February 9, 2023 (JonesTrading sales agreement)	1,003,802	1,004
Capital increase at February 13, 2023 (JonesTrading sales agreement)	42,808	43
Capital increase at March 24, 2023 (JonesTrading sales agreement)	16,280	16
Capital increase May 2023 (exercised warrants)	134,730	135
Capital increase May 2023 (exercised warrants)	51,125	51
Capital increase June 2023 (exercised warrants)	150,000	150
Capital increase at June 6, 2023 (JonesTrading sales agreement)	861,614	862
Capital increase June 2023 (exercised warrants)	4,824	5
Capital increase at July 18, 2023 (JonesTrading sales agreement)	11,348	11
Capital increase September 2023 (exercised warrants)	10,836	11
Capital increase at September 22, 2023 (JonesTrading sales agreement)	54,099	54
Capital increase at September 26, 2023 (JonesTrading sales agreement)	51,750	52
Capital increase at September 27, 2023 (JonesTrading sales agreement)	45,807	46
Capital increase at October 2, 2023 (JonesTrading sales agreement)	54,829	55
Capital increase at November 1, 2023 (JonesTrading sales agreement)	50,281	50
Capital increase at November 15, 2023 (JonesTrading sales agreement)	19,387	19
Capital increase at November 16, 2023 (JonesTrading sales agreement)	77,119	77
Capital increase at November 21, 2023 (JonesTrading sales agreement)	43,950	44
Capital increase at November 21, 2023 (JonesTrading sales agreement)	21,136	21
Capital increase at November 30, 2023 (JonesTrading sales agreement)	24,316	24
Capital increase at December 4, 2023 (JonesTrading sales agreement)	65,724	66
Capital increase at December 21, 2023 (2023 SPA)	9,726,898	9,727
Share capital, December 31, 2023	37,897,780	37,898

The Company’s share capital consists of the following ordinary shares:


	December 31,
	2023		2022

	(USD in thousands)
Authorized, issued and fully paid
37,897,780 (2022: 24,139,413) ordinary shares of DKK 1 each (2022: ordinary shares of DKK 1 each)	$	5,899	$	3,886
Total share capital	$	5,899	$	3,886

The Company’s ordinary shares shall confer on the holders thereof the right to receive notice of, attend and vote at general meetings of the Company.

Executive Management’s and Board of Director’s holding of shares

At December 31, the board of directors and executive management held the following shareholdings in the Company:


Number of ordinary shares owned	2023	2022	2021
Christian Kanstrup	1,493,014	—	—
Bo Karmark	—	2,000	—
Jesper Nyegaard Nissen	99,913	—	—
Birgitte Rønø	148,123	—	—
Andreas Holm Mattsson	4,267,931	4,071,961	4,163,832
Niels Iversen Møller	—	—	4,292,604
Lars Aage Staal Wegner	—	82,124	182,124
Executive Management in total	6,008,981	4,156,085	8,638,560


Number of ordinary shares owned	2023	2022	2021
Niels Iversen Møller	4,292,678	4,196,840	—
Roberto Prego	539,069	310,248	310,248
Lars Holtug	157,891	—	—
Marianne Søgaard	1,684,547	41,652	41,652
Steven Projan	—	27,288	27,288
Board of Directors in total	6,674,185	4,576,028	379,188

Income Taxes - Analysis of charge(credit) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Taxes
Income tax benefit	$ (790)	$ (772)	$ (178)
Total income tax benefit for the year	(790)	(772)	(178)
Operating tax loss carry-forwards	$ 19,000	$ 13,600	$ 9,500

- Definition

The aggregate amount included in the determination of profit (loss) for the period in respect of current tax and deferred tax. [Refer: Current tax expense (income); Deferred tax expense (income)]

+ References + Details

Revenue

12 Months Ended

Dec. 31, 2023

Revenue

Revenue

Note 5. Revenue

In September 2023, the Company entered into a collaborative research agreement with MSD (tradename of Merck & Co., Inc., Rahway, NJ, USA (“MSD”), to explore new ways to apply AI technologies to vaccine discovery development. During the year ended December 31, 2023, the Company recognized services revenue of $0.1 million from its research and development services. Additionally, the Company is eligible to earn further services revenue of up to $0.5 million under the agreement with MSD through research and development efforts and the attainment of development milestone payments.

During the year ended December 31, 2023, 100% of revenue earned was services revenue generated in Denmark from the Company’s collaborative research agreement with MSD. There were no other revenues earned by the Company during or prior to the year ended December 31, 2023.

Financial Income and Expenses (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Financial income:
Interest income, bank	$ 151	$ 13
Interest income, other	3
Change in fair value of warrant liability	636	395
Foreign exchange gains	173	2,423	$ 2,039
Total financial income	963	2,831	2,039
Financial expenses:
Interest expenses	(1)	(34)	(5)
Interest expenses, lease liabilities	(172)	(176)	(123)
Change in fair value of derivative liability	(110)
Change in fair value of warrant liability.	(244)
Interest expenses, borrowings	(724)	(588)	(31)
Foreign exchange losses	(430)	(710)	(756)
Total financial expenses	(1,681)	(1,508)	(915)
Net financial items	$ (718)	$ 1,323	$ 1,124

Property and Equipment, Net (Tables)

12 Months Ended

Dec. 31, 2023

Property and Equipment, Net

Schedule of property and equipment


			Other		Leasehold
	Property		Equipment		Improvements		Total

	(USD in thousands)
Cost at December 31, 2022	$	2,593	$	1,368	$	1,632	$	5,593
Additions during the year		—		23		65		88
Exchange rate adjustments		88		47		57		192
Cost at December 31, 2023		2,681		1,438		1,754		5,873
Depreciation at December 31, 2022	$	(369)	$	(352)	$	(197)	$	(918)
Depreciation for the year		(245)		(212)		(158)		(615)
Depreciation revaluation during the year		45		—		—		45
Exchange rate adjustments		(16)		(17)		(9)		(42)
Depreciation at December 31, 2023		(585)		(581)		(364)		(1,530)
Carrying amount at December 31, 2023	$	2,096	$	857	$	1,390	$	4,343
Carrying amount of right-of-use assets at December 31, 2023	$	2,096	$	—	$	—	$	2,096


			Other		Leasehold
	Property		Equipment		Improvements		Total

	(USD in thousands)
Cost at December 31, 2021	$	2,756	$	1,225	$	1,567	$	5,548
Additions during the year		—		220		156		376
Exchange rate adjustments		(163)		(77)		(91)		(331)
Cost at December 31, 2022		2,593		1,368		1,632		5,593
Depreciation at December 31, 2021	$	(155)	$	(161)	$	(58)	$	(374)
Depreciation for the year		(234)		(196)		(141)		(571)
Depreciation revaluation during the year		15		—		—		15
Exchange rate adjustments		5		5		2		12
Depreciation at December 31, 2022		(369)		(352)		(197)		(918)
Carrying amount at December 31, 2022	$	2,224	$	1,016	$	1,435	$	4,675
Carrying amount of right-of-use assets at December 31, 2022	$	2,224	$	—	$	—	$	2,224

Depreciation included in the consolidated statement of comprehensive loss:


	Years Ended
	December 31,
	2023		2022		2021

	(USD in thousands)
Research and development expenses	$	340	$	446	$	270
General and administrative expenses		275		125		73
Total depreciation included in the consolidated statement of comprehensive loss		615		571		343
Total accumulated depreciation of right-of-use assets at December 31,	$	585	$	369	$	155

Borrowings - Loan from Lessor (Details) $ in Thousands	1 Months Ended	12 Months Ended
Borrowings - Loan from Lessor (Details) $ in Thousands	Oct. 31, 2020 USD ($) m²	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Borrowings
Borrowings		$ 8,648	$ 8,000
Interest rate		6.00%
Interest expense related to loan		$ 724	588	$ 31
Hrsholm, Denmark
Borrowings
Lease space \| m²	1,356
DTU Financing
Borrowings
Borrowings	$ 1,300
Payment period	8 years
Interest expense related to loan		100	100	$ 0
Borrowing addition		$ 100	$ 100
DTU Financing \| Fixed interest rate
Borrowings
Interest rate	6.00%
Office space \| Hrsholm, Denmark
Borrowings
Lease space \| m²	839
Laboratory space \| Hrsholm, Denmark
Borrowings
Lease space \| m²	518

Summary of Accounting Policies - Impairment of non-financial assets (Details)	12 Months Ended
	Dec. 31, 2023 USD ($)
Summary of Accounting Policies
Impairment loss	$ 0

Capital Structure and Financial Matters (Tables)

12 Months Ended

Dec. 31, 2023

Capital Structure and Financial Matters

Schedule of changes in the share capital


	Number of	Share Capital
	Ordinary Shares	(DKK in thousands)
Share capital, December 31, 2020	16,198,668	16,198
Capital increase at February 9, 2021 (for initial public offering)	3,000,000	3,000
Capital increase at November 9, 2021 (for follow-on offering)	3,942,856	3,943
Capital increase November 2021 (exercised warrants)	62,284	63
Share capital, December 31, 2021	23,203,808	23,204
Capital increase April 2022 (exercised warrants)	54,072	54
Capital increase June 2022 (exercised warrants)	92,313	92
Capital increase June 2022 (exercised warrants)	37,665	38
Capital increase at June 7, 2022 (LPC purchase agreement)	428,572	429
Capital increase June 2022 (exercised warrants)	17,264	17
Capital increase August 2022 (exercised warrants)	92,313	92
Capital increase August 2022 (exercised warrants)	41,085	41
Capital increase September 2022 (exercised warrants)	10,836	11
Capital increase at October 13, 2022 (JonesTrading sales agreement)	23,405	23
Capital increase at October 17, 2022 (JonesTrading sales agreement)	26,396	26
Capital increase at October 20, 2022 (JonesTrading sales agreement)	64,601	65
Capital increase at December 5, 2022 (exercised warrants)	42,633	43
Capital increase at December 29, 2022 (JonesTrading sales agreement)	4,450	4
Share capital, December 31, 2022	24,139,413	24,139
Capital increase at January 4, 2023 (JonesTrading sales agreement)	186,584	187
Capital increase at January 4, 2023 (JonesTrading sales agreement)	447,829	448
Capital increase at January 5, 2023 (JonesTrading sales agreement)	94,278	94
Capital increase at January 20, 2023 (JonesTrading sales agreement)	259,407	259
Capital increase at January 24, 2023 (JonesTrading sales agreement)	79,657	80
Capital increase at January 24, 2023 (JonesTrading sales agreement)	71,678	72
Capital increase at February 7, 2023 (JonesTrading sales agreement)	96,271	96
Capital increase at February 9, 2023 (JonesTrading sales agreement)	1,003,802	1,004
Capital increase at February 13, 2023 (JonesTrading sales agreement)	42,808	43
Capital increase at March 24, 2023 (JonesTrading sales agreement)	16,280	16
Capital increase May 2023 (exercised warrants)	134,730	135
Capital increase May 2023 (exercised warrants)	51,125	51
Capital increase June 2023 (exercised warrants)	150,000	150
Capital increase at June 6, 2023 (JonesTrading sales agreement)	861,614	862
Capital increase June 2023 (exercised warrants)	4,824	5
Capital increase at July 18, 2023 (JonesTrading sales agreement)	11,348	11
Capital increase September 2023 (exercised warrants)	10,836	11
Capital increase at September 22, 2023 (JonesTrading sales agreement)	54,099	54
Capital increase at September 26, 2023 (JonesTrading sales agreement)	51,750	52
Capital increase at September 27, 2023 (JonesTrading sales agreement)	45,807	46
Capital increase at October 2, 2023 (JonesTrading sales agreement)	54,829	55
Capital increase at November 1, 2023 (JonesTrading sales agreement)	50,281	50
Capital increase at November 15, 2023 (JonesTrading sales agreement)	19,387	19
Capital increase at November 16, 2023 (JonesTrading sales agreement)	77,119	77
Capital increase at November 21, 2023 (JonesTrading sales agreement)	43,950	44
Capital increase at November 21, 2023 (JonesTrading sales agreement)	21,136	21
Capital increase at November 30, 2023 (JonesTrading sales agreement)	24,316	24
Capital increase at December 4, 2023 (JonesTrading sales agreement)	65,724	66
Capital increase at December 21, 2023 (2023 SPA)	9,726,898	9,727
Share capital, December 31, 2023	37,897,780	37,898


	December 31,
	2023		2022

	(USD in thousands)
Authorized, issued and fully paid
37,897,780 (2022: 24,139,413) ordinary shares of DKK 1 each (2022: ordinary shares of DKK 1 each)	$	5,899	$	3,886
Total share capital	$	5,899	$	3,886

Schedule of Executive Management's and Board of Director's holding of shares


Number of ordinary shares owned	2023	2022	2021
Christian Kanstrup	1,493,014	—	—
Bo Karmark	—	2,000	—
Jesper Nyegaard Nissen	99,913	—	—
Birgitte Rønø	148,123	—	—
Andreas Holm Mattsson	4,267,931	4,071,961	4,163,832
Niels Iversen Møller	—	—	4,292,604
Lars Aage Staal Wegner	—	82,124	182,124
Executive Management in total	6,008,981	4,156,085	8,638,560


Number of ordinary shares owned	2023	2022	2021
Niels Iversen Møller	4,292,678	4,196,840	—
Roberto Prego	539,069	310,248	310,248
Lars Holtug	157,891	—	—
Marianne Søgaard	1,684,547	41,652	41,652
Steven Projan	—	27,288	27,288
Board of Directors in total	6,674,185	4,576,028	379,188

Summary of Accounting Policies - Estimated useful lives of assets (Details)	12 Months Ended
	Dec. 31, 2023
Leasehold improvements
Disclosure of detailed information about property, plant and equipment [line items]
Useful lives	11 years
Other equipment \| Minimum
Disclosure of detailed information about property, plant and equipment [line items]
Useful lives	5 years
Other equipment \| Maximum
Disclosure of detailed information about property, plant and equipment [line items]
Useful lives	10 years

Borrowings

12 Months Ended

Dec. 31, 2023

Borrowings.

Borrowings

Note 18. Borrowings

Loan from lessor

In October 2020, the Company entered into a lease for approximately 1,356 square meters, which is allocated on 839 square meters of office space, and 518 square meters of laboratory space in Hørsholm, Denmark. In addition to the ordinary lease payments, the Company obtained financing from DTU Science Park A/S (“DTU”) for rebuilding the laboratory facility and engineering building to match the Company’s needs. The Company will repay the $1.3 million financing at a fixed interest rate of 6% over 8 years. If the lease is terminated due to default by the Company before the outstanding balance, including interest accrued, has been repaid, the remaining balance is due immediately. The finance liability is recorded at amortized cost, which approximates fair value at the time of issuance. For the years ended December 31, 2023, 2022 and 2021 interest expense related to the loan from lessor was $0.1 million, $0.1 million and $nil, respectively. During the years ended December 31, 2023 and 2022, the Company had additions for borrowings related to the loan from lessor of $0.1 million.

As a result of the structure of the DTU financing this amount is not included as Purchase of property, plant and equipment within the consolidated statements of cash flows.

EIB Loan

In August 2020, the Company executed the EIB Loan, for a principal amount of €20.0 million, divided into three tranches of tranche 1 in the amount of €7.0 million, tranche 2 in the amount of €6.0 million and tranche 3 in the amount of €7.0 million. Under the EIB Loan Agreement, the tranche balances are due six years from their respective disbursement dates.

During the year ended December 31, 2021, the Company initiated the draw of the first tranche of the EIB Loan Agreement. The Company received the proceeds from the draw of the first tranche of €7.0 million (approximately $7.8 million) on February 17, 2022. The Company will repay the first tranche of the EIB Loan at a fixed interest rate of 3% per annum and a payment-in-kind interest rate of 4% per annum. The loan is amortized to maturity using an effective monthly interest rate of 0.78%. For the years ended December 31, 2023, 2022 and 2021 interest expense related to the EIB Loan was $0.7 million, $0.6 million and $nil, respectively. The loan is repayable in full six years after drawing down. The two remaining tranches have become void as of December 31, 2023.

Borrowings are summarized as follows:


	Years Ended December 31,
		2023		2022

	(USD in thousands)
Loan from lessor	$	1,022	$	1,068
EIB Loan		7,626		6,932
Total Borrowings		8,648		8,000
Less: Borrowings, current portion		(159)		(136)
Total Borrowings, net of current portion	$	8,489	$	7,864

Property, Plant and Equipment - Depreciation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Property and Equipment, Net
Depreciation, right-of-use assets	$ 216	$ 214	$ 200
Accumulated Depreciation
Property and Equipment, Net
Depreciation	615	571
Depreciation, right-of-use assets	(585)	(369)	(155)
Operating Expense
Property and Equipment, Net
Depreciation	615	571	343
Research and development expenses
Property and Equipment, Net
Depreciation	340	446	270
General and administrative expense
Property and Equipment, Net
Depreciation	$ 275	$ 125	$ 73

Financial Instruments and Risk Management - Warrant liabilities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Financial Instruments and Risk Management
Beginning Carrying amount	$ 573
Initial recognition of warrant liability		$ 1,007
Remeasurement of warrant liability	(392)	(395)
Foreign currency translation	9	(39)
Ending, Carrying amount	$ 190	$ 573

Liquidity and Going Concern Assessment

12 Months Ended

Dec. 31, 2023

Liquidity and Going Concern Assessment

Liquidity and Going Concern Assessment

Note 2. Liquidity and Going Concern Assessment

The Company anticipates incurring additional losses until such time, if ever, it can complete its research and development activities and obtain out-licensing partnerships for its product candidates and generate revenues from such product candidates. Substantial additional financing will be needed by the Company to fund its operations and to continue development of product candidates.

Due to the continuing operating losses, expected negative cash flows and the need for additional funding to finance future operations, the Company concluded that there is significant doubt about its ability to continue as a going concern through one year from the balance sheet date of this annual report.

Failure to raise capital or enter into such other arrangements when needed could have a negative impact on the Company’s financial condition and its ability to pursue its business plans and strategies. If the Company is unable to raise additional capital when needed, it could be forced to delay, limit, reduce or terminate its product candidate development or grant rights to develop and market its product candidates.

The Company monitors its funding situation closely to ensure that it has access to sufficient liquidity to meet its forecasted cash requirements. Analyses are run to reflect different scenarios including, but not limited to, cash runway, human capital resources and pipeline priorities to identify liquidity risk. This enables Management and the Board of Directors to prepare for new financing transactions and/or adjust the cost base accordingly. In March 2023, the Company adjusted its organization and reprioritized development programs to focus the operations and to save costs. With the Company’s current cash position including cash received from its public offering in February 2024, planned cash outflows from operating, investing and financing activities, the Company expects to have sufficient funds into February 2025.

For 2024, the Company has the ambition to generate revenues equal to the Company's expected cash burn for 2024 (excluding financing activities) which will take its cash runway even further into 2025, although no assurances can be made that we will generate such business development income. The Company's plan is to balance the funding of cash needs through its active at-the-market (“ATM”) program, investors exercising prefunded warrants currently held on an escrow account or other capital sources in case this is not covered by income from potential collaborations or licenses. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. Accordingly, the consolidated financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the realization of assets and discharge of its liabilities and commitments in the normal course of business.

The matters that raise significant doubt about the Company’s ability to continue as a going concern also raise substantial doubt as contemplated by the Public Company Accounting Oversight Board (PCAOB) standards.

On June 7, 2022, the Company entered into a Purchase Agreement (the “Purchase Agreement”) with an unrelated third party, Lincoln Park Capital Fund, LLC (“Lincoln Park”), to sell up to $40.0 million of its ordinary shares represented by ADSs over a 36 - month period. The Company is not obligated to sell any ordinary shares represented by ADSs pursuant to the Purchase Agreement and will control the timing and amount of any such sales, but in no event will Lincoln Park be required to purchase more than $1.5 million in ordinary shares represented by ADSs in any single regular purchase. Upon execution and delivery of the Purchase Agreement, the Company issued 428,572 ordinary shares represented by ADSs as consideration for a commitment fee of $1.2 million for Lincoln Park’s commitment to purchase its ordinary shares represented by ADSs under the Purchase Agreement. As of December 31, 2023, and 2022, the Company had not issued and sold any additional ordinary shares represented by ADSs to Lincoln Park under the Purchase Agreement. As of December 31, 2023, not all conditions to make the LPC Purchase Agreement operational have been met.

On October 3, 2022, the Company entered into an At-The-Market Issuance Sales Agreement with JonesTrading Institutional Services LLC (“JonesTrading”) to sell up to $14.4 million of its ordinary shares represented by ADSs. The Company agreed to pay JonesTrading commission equal to 3% of the gross proceeds of the sales price of all ADSs sold through them as sales agent under the Sales Agreement. The offering of the Company’s ADSs pursuant to the Sales Agreement will terminate on the earliest of (1) the sale of all of the ordinary shares subject to the Sales Agreement, or (2) termination of the Sales Agreement by the Company or JonesTrading. The Company and JonesTrading may terminate the sales agreement at any time upon ten days’ prior notice. JonesTrading may terminate the Sales Agreement at any time in certain circumstances, including the occurrence of a material adverse change that, in their judgment, may make it impracticable or inadvisable to market or sell the Company’s ADSs or a suspension or limitation of trading the Company’s ADSs on the Nasdaq Capital Market.

On July 31, 2023, the Company entered into a financing agreement with Global Growth Holding Limited (“GGH”), for the issuance of convertible notes into the Company’s ordinary shares represented by ADSs, DKK 1 nominal value. Pursuant to the agreement, the Company may elect to sell to GGH up to $20.0 million in such notes on any business day over the 36 - month term of the agreement. The Company has the right, but not the obligation, to direct GGH to purchase traches of up to $0.7 million, subject to certain limitations and conditions set forth in the agreement. In connection with the agreement, the Company is obligated to pay GGH a commitment fee totaling $1.1 million. At any time, GGH may, in its sole discretion, convert the notes into ordinary shares at specified conversion prices upon submission of a request for conversion by GGH to the Company. As of December 31, 2023, the facility has not been used as the registration statement has not been filed with the SEC yet as other registrations have been prioritized.

On December 18, 2023, the Company entered into a Securities Purchase Agreement (“2023 SPA”) with a group of certain investors including all members of the Company’s Management and Board of Directors, and MSD GHI a corporate venture capital arm of Merck & Co., Inc., Rahway, NJ, USA, (collectively, the “2023 SPA Investors”), for the issuance and sale in private placement of 9,726,898 of ordinary shares, DKK 1 nominal value represented by ADSs, and accompanying warrants to purchase up to 9,726,898 ordinary shares represented by ADSs at a purchase price of $0.54 per ordinary share (the “2023 SPA Investor Warrants”). The 2023 SPA Investor Warrants are exercisable immediately upon issuance and expire three years after the closing date of the private placement and have an exercise price equal to $0.71 per ordinary share. The gross proceeds to the Company from the private placement are $5.3 million, with up to an additional $6.8 million of gross proceeds in the event of cash exercise of the 2023 SPA Investor Warrants, before deducting offering expenses payable by the Company.

Intangible Assets (Details) $ in Millions	12 Months Ended
Intangible Assets (Details) $ in Millions	Dec. 31, 2022 USD ($)
Licences
Intangible Assets
Wrote-off	$ 0.1

Borrowings (Tables)

12 Months Ended

Dec. 31, 2023

Borrowings.

Schedule of borrowings


	Years Ended December 31,
		2023		2022

	(USD in thousands)
Loan from lessor	$	1,022	$	1,068
EIB Loan		7,626		6,932
Total Borrowings		8,648		8,000
Less: Borrowings, current portion		(159)		(136)
Total Borrowings, net of current portion	$	8,489	$	7,864

Basic and Diluted Loss Per Share - Anti-dilutive shares (Details) - shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Warrants [member]
Basic and Diluted Loss Per Share
Number of potential ordinary shares that are antidilutive in period presented	12,816,407	3,094,129	2,732,618

Revenue (Details) - USD ($) $ in Millions	12 Months Ended
Revenue (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Revenue
Other revenue	$ 0.0	$ 0.0
Collaborative research agreement with Merck & Co., Inc.
Revenue
Revenue recognized from research and development services	0.1
Maximum amount of potential future collaboration revenue eligible to earn	$ 0.5
Collaborative research agreement with Merck & Co., Inc. \| Horsholm, Denmark
Revenue
Percentage of revenues earned	100.00%

Income Taxes - Deferred tax (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Cost \| Warrants
Income Taxes
Deferred tax position	$ 275	$ 739	$ 2,118
Cost \| Loss carry forward
Income Taxes
Deferred tax position	19,022	13,581	9,530
Cost \| Other items
Income Taxes
Deferred tax position	(126)	(214)	(98)
Valuation allowance
Income Taxes
Deferred tax position	$ (19,171)	$ (14,106)	$ (11,550)

Summary of Accounting Policies - EBI loan (Details) - EIB Loan Agreement	Feb. 17, 2022 kr / shares shares
Summary of Significant Accounting Policies
Issuable cash settled warrants	1,003,032
Exercise price per warrant \| kr / shares	kr 1
Number Of Warrants Issued During Period	351,036

Financial Instruments and Risk Management

12 Months Ended

Dec. 31, 2023

Financial Instruments and Risk Management

Financial Instruments and Risk Management

Note 6. Financial Instruments and Risk Management

Financial risk management and risk management framework

In terms of financial risks, the Company has exposure to liquidity risk and market risk comprising foreign exchange risk. This note presents information about the Company’s exposure to each of the above risks together with the Company’s objectives, policies and processes for measuring and managing risks. The Company’s Board of Directors monitors each of these risks on a regular basis and implements policies as and when they are required. Details of the current risk management policies are provided below.

Liquidity risk

As of the date of these consolidated financial statements the Company, with its current strategic plans, anticipates that the current cash position and the cash requirements per the 2024 Annual Budget will provide a positive cash runway into April 2025 assuming the prefunded warrants from the public offering in February 2024 are exercised before February 2025. Refer to Note 24 for detail on the February 2024 public offering. Additionally, refer to Note 2 for further discussion of the Company’s liquidity.

The Company’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to its reputation.

The following are the contractual undiscounted outflows associated with the Company’s financial liabilities in the current and prior year:


	December 31, 2023
	(USD in thousands)
	Carrying		Contractual
	amount		cash flows		<1 year		1 – 5 years		>5 years		Total

	(USD in thousands)
Borrowings	$	8,648	$	11,970	$	391	$	11,455	$	123	$	11,970
Lease payables		2,222		3,033		338		1,422		1,273		3,033
Trade payables		2,689		2,689		2,689		—		—		2,689
Provisions		149		149		—		—		149		149
Other payables		112		112		112		—		—		112
Total	$	13,820	$	17,953	$	3,530	$	12,877	$	1,545	$	17,953


	December 31, 2022
	(USD in thousands)
	Carrying		Contractual
	amount		cash flows		<1 year		1 – 5 years		>5 years		Total

	(USD in thousands)
Borrowings	$	8,000	$	11,859	$	360	$	1,531	$	9,968	$	11,859
Lease payables		2,255		2,255		147		788		1,320		2,255
Trade payables		2,085		2,085		2,085		—		—		2,085
Provisions		144		144		—		—		144		144
Other payables		312		312		312		—		—		312
Total	$	12,796	$	16,655	$	2,904	$	2,319	$	11,432	$	16,655

The financial liabilities include estimated or contractual interest rate payments.

Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. The type of market risk that impacts the Company is currency risk. The Company does not currently have any loans or holdings that have a variable interest rate. Accordingly, the Company is not exposed to material interest rate risk.

Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The primary exposure derives from the Company’s operating expenses paid in foreign currencies, mainly USD and Australian dollars. This exposure is known as transaction exposure. Any reasonable or likely movements in foreign exchange rates would not have a material impact on the Company’s operating results. The Company’s policy for managing foreign currency risks is to convert cash received from financing activities to currencies consistent with the Company’s expected cash outflows.

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument, leading to a financial loss for the Company. The Company’s exposure to credit risk is limited to deposits with banks with high credit ratings. Accordingly, the Company does not have material credit risk and no provision for credit risk is recognized.

Capital management

The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.

The Company raises capital from the issue of equity, grants or borrowings. On a regular basis, management receives financial and operational performance reports that enable management to assess the adequacy of resources on hand and the Company’s liquidity position to determine future financing needs. For further information on financing needs refer to Note 2.

Fair values

Financial instruments measured at fair value in the consolidated statements of financial position are grouped into three levels of fair value hierarchy. This grouping is determined based on the lowest level of significant inputs used in fair value measurement, as follows:

Level 1 – quoted prices in active markets for identical assets or liabilities.

Level 2 – inputs other than quoted prices included within Level 1 that are observable for the instrument, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3 – inputs for instruments that are not based on observable market data (unobservable inputs).

The following table summarizes the Company’s financial liabilities, and the category using the fair value hierarchy. Note, the Company did not have any financial assets measured at fair value on a recurring basis, as of December 31, 2023.


	Year Ended December 31, 2023
	Level 1		Level 2		Level 3

	(USD in thousands)
Financial liabilities measured at fair value
EIB Warrants	$	190	$	—	$	—
2023 SPA Investor Warrants	$	—	$	—	$	2,714
Total financial liabilities measured at fair value through profit or loss by level	$	190	$	—	$	2,714
Financial liabilities measured at amortized cost
EIB Loan	$	—	$	—	$	8,566
Loan from lessor	$	—	$	—	$	1,022
Total financial liabilities measured at amortized cost by level	$	—	$	—	$	9,588

During the year ended December 31, 2022, the Level 3 fair value for financial liabilities measured at amortized costs were $7.9 million and $1.1 million for the EIB Loan and Loan from lessor, respectively.

2023 SPA Investor Warrants

The Company issued 2023 SPA Investor Warrants to certain investors in connection with the securities purchase agreement entered into with MSD GHI a corporate venture capital arm of Merck & Co., Inc., Rahway, NJ, USA. The 2023 SPA Investor Warrants are accounted for in accordance with the financial instruments standards and were determined to be liability classified. The liability is measured initially at its fair value. The liability is subsequently remeasured at the redemption amount. The 2023 SPA Investor Warrants are classified in Level 3 of the fair value hierarchy due to the fact that the expected share price volatility is a significant input, and not observable in an active market. The fair value of the 2023 SPA Investor Warrants is determined using a Black-Scholes valuation model, considering relevant inputs, including the expected share price volatility, remaining contractual term, risk-free interest rate and expected dividend.

The 2023 SPA Investor Warrants are valued using a Black-Scholes option-pricing model,which includes the following significant unobservable inputs:


	December 31, 2023
Exercise price	$	0.71
Remaining contractual term (in years)		1.49
Expected share price volatility		85	%
Risk-free interest rate		4.60	%
Expected dividends		—

The 2023 SPA Investor Warrants are included in derivative liabilities on the consolidated statement of financial position. The change in estimated fair value is recognized within finance income or finance expense in the consolidated statement of comprehensive loss. On December 31, 2023, all other inputs and assumptions held constant, a 10% increase or decrease in volatility will change the fair value of the derivative liability to $3.0 million and $2.5 million, respectively.

The following table sets forth the changes to the Company’s 2023 SPA Investor Warrants derivative liability:


	Derivative Liability
	(USD in thousands)
Carrying amount at January 1, 2023	$	—
Initial recognition of derivative liability		2,587
Remeasurement of derivative liability		127
Carrying amount at December 31, 2023	$	2,714

EIB Warrants

The Company received the proceeds from the draw of the first tranche of the EIB Loan on February 17, 2022. In connection therewith, EIB received 351,036 EIB Warrants, at an exercise price of DKK 1 per warrant, which vested immediately, pursuant to the terms of a separate warrant agreement, the EIB Warrant Agreement. The EIB Warrants are exercisable at any time after issuance either net in cash or through payment of the exercise price and receipt of shares. Therefore, the warrant liability is recognized in full upon issuance.

The Company issued warrants in connection with the EIB Loan Agreement. The EIB Warrants liability is measured in full upon issuance. The liability is measured initially at its fair value and is subsequently remeasured at the redemption amount. The liability is classified in Level 1 of the fair value hierarchy. Due to the fact that the exercise price is insignificant compared to the share price, there is virtually no time value.

As the warrant liability is a non-cash financing cost the amount related to the initial recognition of the warrant liability is not included within the consolidated statements of cash flows.

The following table sets forth the changes to the Company’s EIB Warrant liability:


	Warrant Liability
	(USD in thousands)
Carrying amount at January 1, 2022	$	—
Initial recognition of warrant liability		1,007
Remeasurement of warrant liability		(395)
Foreign currency translation		(39)
Carrying amount at December 31, 2022	$	573
Remeasurement of warrant liability		(392)
Foreign currency translation		9
Carrying amount at December 31, 2023	$	190

Operating Activities (Tables)

12 Months Ended

Dec. 31, 2023

Operating Activities

Schedule of research and development expense components


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Employee salary and benefit expenses, excluding share-based compensation	$	6,033	$	7,396	$	6,794
Share-based compensation expenses		377		760		1,051
Depreciation		340		514		273
External expenses		5,166		8,386		11,465
Total research and development expenses	$	11,916	$	17,056	$	19,583

Schedule of general and administrative expense components


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Employee salary and benefit expenses, excluding share-based compensation	$	3,030	$	1,983	$	1,824
Share-based compensation expenses		102		182		328
Professional and other fees		6,947		5,899		4,028
Depreciation		275		144		71
Total general and administrative expenses	$	10,354	$	8,208	$	6,251

Summary of Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2023

Summary of Accounting Policies

Basis of preparation

The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”).

The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates and requires management to exercise its judgment in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 4.

The consolidated financial statements are presented in the Company’s presentation currency, U.S. dollar (“USD”) which is not the functional currency of the parent company. The Group’s financial statements are presented in USD as the result of the Company’s publicly listing the ADSs in the United States. The Company’s functional currency is DKK for Denmark, AUD for Australia, and USD for the United States. The consolidated financial statements have been prepared on a going concern basis using a historical cost basis. All financial assets and liabilities are measured at amortized cost unless otherwise stated.

Basis of consolidation

Basis of consolidation

The consolidated financial statements of the Company comprise the consolidated statement of financial position as of December 31, 2023, and 2022, and the consolidated statement of comprehensive loss for the twelve months ended December 31, 2023, 2022 and 2021. Subsidiaries are entities controlled by the Company. The Company controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and can affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. The accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Company. Control is reassessed whenever facts and circumstances indicate that there are changes of control.

All intra-Group assets and liabilities, equity (deficit), income, expenses, and cash flows relating to transactions between members of the Group are eliminated in full in consolidation.

Reclassification

Reclassification

Certain reclassifications have been made to prior period consolidated financial statements in order to conform to the current period presentation. The reclassifications are related to a presentation change whereby amounts for share-based payments were reclassified to other reserves from accumulated deficit. These reclassifications did not impact any prior amounts of net loss or cash flows.

Currency translation of transactions and balances

Currency translation of transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized as financial income or financial expenses in the consolidated statements of comprehensive loss. Non-monetary items in foreign currency which are measured at cost at the consolidated statements of financial position date are translated using the exchange rates at the date of the transaction.

Translation of foreign operations

Translation of foreign operations

Assets and liabilities in the Company’s functional currency, DKK and AUD, for Denmark and Australia, respectively, are translated to the Company’s presentation currency at the exchange rate applicable on December 31 for the respective year. Income and expenses in the Company’s functional currency are translated to USD at the average exchange rate which corresponds to an approximation of the exchange rates prevailing on each individual transaction date. Translation differences arising in the translation to presentation currency are recognized in other comprehensive income.

Revenue recognition

Revenue recognition

The Company recognizes revenue in accordance with IFRS 15, Revenue from Contracts with Customers. To determine revenue recognition for agreements that the Company determines are within the scope of IFRS 15, the Company performs the following five steps:

i.identify the contract

ii.identify the performance obligations in the contract

iii.determine the transaction price

iv.allocate the transaction price to the performance obligations in the contract

v.recognize revenue when (or as) the entity satisfies a performance obligation

When contracts with customers are entered into, the goods and/or services promised in the contract are assessed to identify distinct performance obligations.

A promise in the agreement is considered a distinct performance obligation if both of the following criteria are met:

●

the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer (i.e., the good or service is capable of being distinct); and

●

the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract (i.e., the promise to transfer the good or service is distinct within the context of the contract).

The transaction price in the contract is measured at fair value and reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The transaction price may include up-front payments and milestone payments.

Collaboration, license, and other agreements often contain success-based variable consideration for the achievement of development milestones. The Company assesses whether a constraint exists in reference to revenue recognition for such variable consideration under collaboration agreements when recognizing revenue. Due to the inherent risk of research and development services, success-based variable consideration are recognized when the contingent events in the form of research and development milestones occur or become highly probable of being achieved.

When performance obligations are individually capable of being distinct in context of the contract, such as, in the form of achieving individual development milestones through the Company providing research and development services to customers under collaboration agreements, the Company allocates the transaction price to distinct performance obligation based on relative stand-alone selling prices of the obligations. In the case of multiple identified performance obligations under collaboration agreements for which the Company provides research and development services for the achievement of milestone payments, the Company recognizes collaboration revenue over time as these performance obligations are satisfied through the achievement of development milestones under the contract.

As of December 31, 2023, all of the Company’s revenue is related to service revenue, whereby the Company receives milestone payments through the achievement of certain development milestones.

Research and development expenses

Expenses related to service agreements are recognized in the income statement when the related payments and milestone events in the corresponding collaboration agreements materialize. The expenses are included in research and development expenses.

Research and development expenses are primarily internal and external costs incurred in the development of the Company’s product candidates, including personnel costs, share-based compensation, external research and development expenses, maintenance of the Company’s patents, overhead allocation and enhancements and maintenance of the Company’s technology platforms.

The research activities are comprised of activities performed before filing an IND or equivalent and necessary pre-clinical activities for such product candidates. All research expenses are recognized in the period in which they are incurred, and payments made prior to the receipt of goods or services to be used in research and development are deferred until the goods or services are received. The Company records accruals for estimated research and development costs, comprising payments for work performed by third-party contractors and others. Payments for these activities are based on the terms of the individual agreements, which may differ from the timing of the expense recognition of these costs, in which case, they are reflected in the consolidated financial statements as either prepaid- or accrued expenses.

The development activities are comprised of the activities performed following the filing of an IND or equivalent clinical-enabling activities for such product candidates, including but not limited to, research and clinical development activities. In line with industry practice, internal and subcontracted development costs are expensed as incurred. Due to regulatory uncertainties and other uncertainties inherent in the development of new products, development expenses do not qualify for capitalization as intangible assets until marketing approval by a regulatory authority is obtained or considered highly probable. To date, the Company has not incurred any development costs which qualified for capitalization.

The Company’s estimates depend on the timeliness and accuracy of the data provided by the CROs regarding the status of each program and total program spending. The Company evaluates the estimates to determine if adjustments are necessary or appropriate based on information received.

CROs invoice the Company upon the occurrence of predetermined contractual or activity-based milestones; however, the timing of these invoices and the Company’s related payments often do not correspond directly to the level of performance of contracted activities. To the extent payments are made by the Company in advance of the related activities performed by the CROs, they are included in prepayments to clinical research organizations and expensed when the activities performed by the CROs. To the extent the payments are made by the Company following the performance of the related activities, the expense is accrued for as a payable to clinical research organizations.

Intellectual property

The Company actively seeks to create, maintain and protect intellectual property and proprietary information and technology that is considered important to the Company’s business, which includes seeking and maintaining patents covering proprietary technology, product candidates, proprietary processes and any other inventions that are commercially and / or strategically important to the Company’s business development. These expenses are expensed as incurred and not capitalized as intangible assets until marketing approval by a regulatory authority is obtained or considered highly probable. The Company has not incurred any costs that qualify for capitalization.

Income from government grants

The Company receives grants for certain research and development activities. The grant income is recognized as a reduction of research and development expenses in the period in which the underlying expenditures were incurred and when there is reasonable assurance that the Company will comply with all conditions to receive the grant income. Government grants comprise direct grants and tax credits related to qualifying research and development costs in excess of the corporate tax rate. Tax credits in an amount up to the corporate tax rate are classified as income tax benefits.

General and administrative expenses

General and administrative expenses consist primarily of fees paid to external consultants and personnel costs, including share-based compensation for the Company’s executive, finance, corporate and business development functions. In addition, general and administrative expenses also include depreciation and other expenses for the Company’s corporate headquarters as well as other allocated overhead.

Share-based payments

The Company issues warrants as an incentive to employees and non-employees. The fair value of the warrants granted is recognized as an expense with a corresponding credit to share-based payments reserve. The fair value is expensed over the requisite service period of the awards. The expense recognition is based on an estimate of the number of warrants expected to vest. The estimate is reassessed regularly, and on a cumulative basis, the expense is equal to the fair value of the number of warrants which actually vest.

For employees and consultants providing services similar to employees of the Company, the fair value of the equity instruments is determined at the date of grant resulting in a fixed fair value at grant date that is not adjusted for future changes in the fair value of the equity awards that may occur over the service period. The grant date is defined as the date at which the parties agree to the contractual terms.

For consultants providing other services that are not similar to employees of the Company, the transactions are measured at the fair value of the services received unless this is not reliably measurable. In such cases, the transactions are measured at fair value of the equity instruments granted at the dates when the services are provided.

Modification of warrants which are beneficial are accounted for with their incremental value or over the shorter vesting period. Non-beneficial modifications such as an extension of the vesting period are not accounted for. Consequently, the original terms are deemed to continue to exist. The Company estimates the fair value of warrants using the underlying value of the Company’s ordinary shares. Since the warrants granted before December 2020 are exercisable for nominal consideration, the warrants are valued using the fair value of the Company’s ordinary shares on grant date less the exercise consideration. Warrants granted during 2023, 2022 and 2021 are valued using a Black-Scholes share option pricing model. The assumptions used in calculating the fair value of share-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. The key assumption in this estimate is the fair value of the Company’s ordinary share on the warrant grant date.

Accounting for joint operations - MSD International GmbH and MSD International Business GmbH

Accounting for joint operations - MSD International GmbH and MSD International Business GmbH

The Company has entered into a collaboration agreement with MSD International GmbH and MSD International Business GmbH (jointly ‘MSD’). Under the arrangement, the Company will share its clinical trial in which the Company’s compound and MSD’s compound is dosed in combination.

In determining the accounting treatment for these types of arrangements, the Company carefully evaluates the relationship between the two parties in order to determine whether the arrangement is, in substance, a collaboration arrangement between the two parties (to be accounted for in accordance with IFRS 11), or rather, a vendor-customer contract (to be accounted for in accordance with IFRS 15).

Management has determined that MSD does not meet the definition of a customer under IFRS 15. Consequently, the arrangement is classified as a collaboration arrangement and is accounted for as a joint operation in accordance with IFRS 11 resulting in the recognition of the Company’s own income and expense and assets and liabilities, respectively.

Accounting for joint operations - ExpreS2ion Biotechnologies ApS

Accounting for joint operations - ExpreS2ion Biotechnologies ApS

The Company entered into a Vaccine Discovery Collaboration Agreement with ExpreS2ion Biotech Holding AB’s affiliate ExpreS2ion Biotechnologies ApS (“ExpreS2ion”) for the joint development of a novel cytomegalovirus (CMV) vaccine candidate.

Management has determined that ExpreS2ion does not meet the definition of a customer under IFRS 15. Consequently, the arrangement is classified as a collaboration arrangement and is accounted for as a joint operation in accordance with IFRS 11 resulting in the recognition of the Company’s own income and expense and assets and liabilities, respectively.

Finance income

Finance income consists primarily of foreign currency gains, and gains from changes in fair value of liability-classified warrants.

Finance expense

Finance expenses consist primarily of foreign currency losses, losses from changes in fair value of liability-classified warrants, losses from changes in fair value of derivative liabilities, interest expense and related loan costs on the EIB Loan Agreement (as defined herein), and interest expense on leasing liabilities.

Income tax

The income tax for the period comprises current and deferred tax, including prior-year adjustments and changes in provisions for uncertain tax positions. Tax is recognized in the consolidated statement of comprehensive loss, except to the extent that it relates to items recognized in equity (deficit).

Research and development tax credits are available to the Group under the tax laws of Denmark and Australia respectively, based on qualifying research and development spend as defined under those tax laws. Tax credits not exceeding the corporate tax rate are recognized as an income tax benefit. Tax credits in excess of the corporate tax rate are classified as government grants.

Accruals for uncertain tax positions and/or valuation of government grant receivables require management to make judgments of potential exposures. Accruals for uncertain tax positions and/or valuation of government grant receivables are measured using either the most likely amount or the expected value amount, depending on taxable amounts.

Deferred taxes

Deferred tax is measured according to the liability method on all temporary differences between the carrying amount and the tax base of assets and liabilities. Where the tax value can be determined according to alternative tax rules, deferred tax is measured on the basis of the planned use of the asset or the settlement of the obligation.

Deferred tax assets are measured at the value at which they are expected to be utilized, either through elimination against tax on future earnings or through a set-off against deferred tax liabilities. Deferred tax assets are set off within the same legal tax entity and jurisdiction.

Uncertainties exist with respect to the interpretation of complex tax regulations and the amount and timing of future taxable income. Given the complexity of existing contractual agreements, differences arising between the actual results and the assumptions made, or future changes to such assumptions could necessitate future adjustments to tax income and expenses already recorded. As at December 31, 2023, and 2022, the Company has not recognized any provisions for uncertain tax positions resulting in a risk that the deferred tax asset related to warrants is lower than disclosed.

The Company recognizes deferred income tax assets if there is convincing evidence that sufficient taxable income will be available in the future against which the temporary differences and unused tax losses can be utilized. Management has considered future taxable income in assessing whether deferred income tax assets should be recognized and has concluded that the deferred income tax assets do not meet the criteria for recognition as assets in the consolidated statements of financial position.

Tax receivables

Current tax assets for the current and prior periods are measured at the amount expected to be recovered from the taxation authorities, using the tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period.

Leases

The Company assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

The Company applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Company recognizes lease liabilities for future remaining lease payments and right-of-use assets representing the right to use the underlying assets.

Leasehold improvements and loan from lessor

The Company’s lease contract comprises funding for the customization of the premises to the Company’s specific needs. The payment is determined based on the actual costs incurred for the customization, a repayment period of 8 years and an interest rate of 6% per annum.

The Company has assessed whether this is a lease component, or a leasehold improvement funded by the lessor. We have considered the following factors:

●

Which party designed the customization

●

Which party had the right to direct changes to the work

●

Who is taking on the economic risk of the cost price of the work

A third party has designed the project according to the Company’s instructions, and the Company had the right to direct changes to the work during the construction period. Further, the Company has the full economic risk of the work due to 1:1 linkage between construction costs and payments to the lessor. Consequently, the Company has assessed that the customization is a leasehold improvement funded by the lessor and accordingly presented a leasehold improvement and a corresponding liability for the loan from the lessor.

Right-of-use assets

The Company recognizes a right-of-use asset at the lease commencement date (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost less any accumulated depreciation and impairment losses and adjusted for certain remeasurements of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognized, lease payments made at or before the commencement date less any lease incentives received, initial direct costs incurred, and restoration costs.

Right-of-use assets are depreciated over the shorter of the lease term and the useful life of the right-of-use asset using the straight-line method. In addition, right-of-use assets are reduced by impairment losses, if any, and adjusted for certain remeasurements.

The Company’s right-of-use assets are presented within property and equipment, net.

Lease liabilities

At the commencement date of the lease, the Company recognizes lease liabilities measured at the present value of the following payments, when applicable:

●

fixed payments (including in-substance fixed payments), less any lease incentives receivable;

●

variable lease payments (linked to an index or interest rate);

●

expected payments under residual value guarantees;

●

the exercise price of purchase options, where exercise is reasonably certain;

●

lease payments in optional renewal periods, where exercise of extension options is reasonably certain;

●

and penalty payments for the termination of a lease, if the lease term reflects the exercise of the respective termination option.

The lease payments are discounted using the interest rate implicit in the lease if this rate can be readily determined. Otherwise, the Company’s incremental borrowing rate is used, being the rate that the Company would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions. Generally, the Company uses its incremental borrowing rate as the discount rate.

Lease liabilities are subsequently measured at amortized cost using the effective interest method. In addition, the carrying amount of the lease liabilities are remeasured if there is a modification, a change in the lease term, or a change in the lease payments (e.g., changes to future payments resulting from a change in an index or rate used to determine such lease payments).

Intangible assets

Intangible assets

The Company recognized intangible assets for licenses. Licenses are measured at cost less cumulative amortization and impairment. Cost is measured at fair value of the consideration transferred with addition of transactions costs. If additional consideration is transferred to the seller due to meeting certain milestones, these payments are added to the cost price once the conditions for making the payments are met.

Property and equipment

Property and equipment are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Depreciation is recognized on a straight-line basis over the estimated useful lives of the assets, as follows:

Assets		Useful life
Properties		Shorter of lease term and useful life of the asset
Leasehold improvements		11 years
Other equipment		5 – 10 years

Impairment of non-financial assets

Assets are tested for impairment annually, or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets other than goodwill that suffered impairment are reviewed for possible reversal of the impairment at the end of each reporting period. The Company has not recognized any impairment losses to date, other than the intangible asset mentioned above.

Provisions

Provisions

Provisions are recognized when we have an existing legal or constructive obligation as a result of events occurring prior to or on the balance sheet date, and it is probable that the utilization of economic resources will be required to settle the obligation. Provisions are measured as the best estimate of the expense necessary to settle the obligation at the balance sheet date. Provisions that are estimated to mature after more than one year after the balance sheet date are measured at their present values, using a discount rate based on the Company’s risk adjusted incremental borrowing rate.

Financial instruments

Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. Financial instruments are classified at initial recognition, including on the basis of the purpose for which the instrument was acquired and managed. This classification determines the valuation of the instruments.

(i) Non-derivative financial assets

Non-derivative financial assets are recognized initially on the date they are originated. The Company derecognizes non-derivative financial assets when the contractual rights to cash flows expire, or it transfers the right to receive cash flows in a transaction which transfers substantially all the risks and rewards of ownership of the asset. The Company’s financial assets are initially recognized at fair value and subsequently measured at amortized cost less accumulated impairment losses.

The Company holds the following categories of non-derivative financial assets:

Receivables

Receivables (including lease deposits, receivables and receivables from unpaid capital) represent the Company’s right to an amount of consideration that is unconditional (i.e., only the passage of time is required before payment of the consideration is due). They are measured at amortized cost less impairment.

Prepayments include expenditures related to future financial periods and are measured at amortized cost.

Cash and cash equivalents

Cash is comprised of cash on hand and in bank deposit accounts. Cash equivalents are instruments with original maturities of 90 days or less, and is comprised of cash held in escrow accounts relating to the 2023 Securities Purchase Agreement.

(ii) Non-derivative financial liabilities

Non-derivative financial liabilities comprise other payables which are measured initially at fair value and subsequently at amortized cost, unless otherwise noted below. The Company holds the following categories of non-derivative financial liabilities:

Trade payables

Trade payables and accruals relate to the Group’s purchase of products and services from various vendors in the normal course of business.

Other payables

Other payables are comprised of payables to clinical research organizations, employee liabilities and other liabilities. The contract liabilities consist of CROs and vendor accruals. Employee cost liabilities are comprised of provision for holiday allowance, provision for salaries and other employee-related provisions. Other liabilities consist of commitments and liabilities related to government grants received in advance.

EIB Loan

EIB Loan

All loans and borrowings are classified as financial liabilities and are initially recorded at fair value less the value attributable to any separately accounted for embedded derivative. Further, considerations from the lender for other elements in the transaction are accounted for separately. After initial recognition, any such loans and borrowings are measured at amortized cost using the effective interest method, with the amortization recognized in finance costs.

EIB Warrants

EIB Warrants

Under the EIB Loan Agreement, EIB is entitled to an aggregate of 1,003,032 cash settled EIB Warrants with an exercise price of 1 DKK per warrant for all tranches (the “EIB Warrants”). On February 17, 2022, 351,036 EIB Warrants were issued to EIB as part of the drawdown of the first tranche of the EIB Loan. The EIB Warrants are part of the overall return to EIB on the financing arrangement and are thus accounted for in accordance with IAS 32, Financial Instruments : Presentation and IFRS 9, Financial Instruments. The cost upon initial recognition is accounted for as transaction costs as it is directly linked to the drawdown on each individual tranche of the EIB Loan. EIB is entitled to elect net in cash settlement of its warrants at any time, and consequently a financial liability for the redemption amount is recognized.

The liability is measured initially at its fair value and is subsequently remeasured at the redemption amount. The redemption amount is equal to the current share price. The remeasurements are presented as finance expense or finance income in the consolidated statements of comprehensive loss.

(iii) Derivative financial instruments

2023 SPA Investor Warrants

Under the Securities Purchase Agreement with the 2023 SPA Investors, the Company issued warrants to purchase 9,726,898 ordinary shares. The 2023 SPA Investor Warrants vested immediately upon issuance with an exercise price of $0.71 per ordinary share, and an expiration date of December 21, 2026. In accordance with IAS 32, the Company determined that the 2023 SPA Investor Warrants were precluded from equity classification and were determined to be derivative financial instruments, because while they contain no contractual obligation to deliver cash or other financial instruments to the holders other than the Company’s own ordinary shares, the exercise price of the 2023 SPA Investor Warrants are in USD and not the Company’s functional currency.

The 2023 SPA Investor Warrants are accounted for in accordance with IFRS 9 and were determined to be liability classified. The warrant liability is measured at fair value at initial recognition and subsequently remeasured at fair value each reporting date until either exercised or expired. The changes in the fair value of the 2023 SPA Investor Warrants during the reporting period are recognized as finance expense or finance income in the consolidated statements of comprehensive loss.

Upon exercise, the exercise date fair value of the 2023 SPA Investor Warrants is transferred to equity as an addition to the subscription price. If the 2023 SPA Investor Warrants expire unexercised, then the fair value at the expiration date is also transferred to equity.

Segment information

An operating segment is a part of the Company that conducts business activities from which it can generate revenue and incur costs, and for which independent financial information is available. Identification of segments is based on internal reporting to the chief operating decision maker (“CODM”). The CODM for the Company is the Chief Executive Officer. The Company does not divide its operations into different segments and the CODM operates and manages the Company’s entire operations as one segment, which is consistent with the Company’s internal organization and reporting system. The Company does not have any material non-current assets attributable to countries other than Denmark.

Shareholders' equity (deficit)

Shareholders’ equity (deficit)

The share capital comprises the nominal amount of the company’s ordinary shares, each at a nominal value of DKK 1.

Other reserves include the share premium comprising the amount received, attributable to shareholders’ equity (deficit), in excess of the nominal amount of the shares issued at the company’s capital increases, reduced by any expenses directly attributable to the capital increases as well as translation reserves. Translation reserves include exchange rate adjustments of equity (deficit) and intragroup receivables forming part of the net investments in our group enterprises. Share-based payments reserves include the corresponding entries for share-based payments recognized in profit and loss, arising from the Company’s warrant program. Accumulated deficit includes the Company’s accumulated profit and loss.

Loss per share

The calculation of basic loss per share is based on the Company’s net loss for the year attributable to shareholders of Evaxion Biotech A/S and on the weighted average number of ordinary shares outstanding during the year. In calculating diluted loss per share, earnings and the average number of shares are adjusted for the dilutive effects of potential ordinary shares. Loss per share is not adjusted for any dilution that results in a loss per share that is lower than loss per ordinary share before dilution.

Standards issued and effective

Standards issued and effective

There were a number of standards and interpretations which were issued and became effective at January 1, 2023, and have been adopted for these consolidated financial statements, including:

●

IFRS 17 Insurance Contracts

●

Definition of Accounting Estimates – Amendments to IAS 8

●

Disclosure of Accounting Policies – Amendments to IAS 1 and IFRS Practice Statement 2

●

Deferred Tax related to Assets and Liabilities arising from a Single Transaction – Amendments to IAS 12

●

International Tax Reform – Pillar Two Model Rules – Amendments to IAS 12

The Company adopted the new standards listed above during the year ended December 31, 2023. None of the new standard listed above had a material impact on the Company’s financial statements during the year ended December 31, 2023.

Standards issued but not yet effective

Standards issued but not yet effective

There were a number of standards and interpretations which were issued but were not yet effective at December 31, 2023, and have not been adopted for these consolidated financial statements, including:

●

Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current (January 1, 2024)

●

Amendments to IFRS 16 Accounting Policies, Lease Liability in a Sales and Leaseback (January 1, 2024)

●

Amendments to IAS 7 & IFRS 7 Supplier Finance Arrangements (January 1, 2024)

●

Amendments to IAS 21 Lack of Exchangeability (January 1, 2025)

The Company expects to adopt these standards, updates and interpretations when they become mandatory. These standards are not expected to have a significant impact on disclosures or amounts reported in the Company’s consolidated financial statements in the period of initial application and future reporting periods.

Events After the Reporting Period (Details) $ / shares in Units, $ in Millions					1 Months Ended	12 Months Ended
	Feb. 29, 2024 USD ($) shares	Jan. 25, 2024 USD ($)	Dec. 18, 2023 USD ($) shares	Feb. 17, 2022 kr / shares shares	Feb. 29, 2024 kr / shares $ / shares shares	Dec. 31, 2023 USD ($) $ / shares shares	Feb. 29, 2024 $ / shares	Jan. 25, 2024 kr / shares shares	Jan. 25, 2024 $ / shares shares	Dec. 31, 2023 kr / shares shares	Dec. 18, 2023 kr / shares	Dec. 31, 2022 kr / shares shares	Aug. 31, 2022 kr / shares	Dec. 31, 2021 shares	Jan. 04, 2021 kr / shares	Dec. 31, 2020 shares
Events After the Reporting Period
Number of warrants to be granted				351,036
IFRS Class Of Warrant Or Right Exercise Price Of Warrants Or Rights1 \| kr / shares				kr 1
2023 SPA Investor Warrants
Events After the Reporting Period
Shares sold (in shares)			9,726,898
IFRS warrants and rights outstanding, term			3 years
Gross proceeds from exercise of warrants \| $			$ 6.8
Ordinary shares par value \| kr / shares											kr 1
Ordinary Shares [Member]
Events After the Reporting Period
Number of shares issued										37,897,780		24,139,413		23,203,808		16,198,668
Ordinary shares par value \| kr / shares										kr 1		kr 1	kr 1		kr 1
Ordinary Shares [Member] \| 2023 SPA Investor Warrants
Events After the Reporting Period
Number of warrants to be granted						9,726,898
Gross proceeds from exercise of warrants \| $						$ 2.6
Exercise Price Per Warrant \| $ / shares						$ 0.71
February 2024 Offering
Events After the Reporting Period
Shares sold (in shares)	29,925,000
IFRS warrants and rights outstanding, term	5 years
Gross proceeds from exercise of warrants \| $	$ 12.7
IFRS Class Of Warrant Or Right Exercise Price Of Warrants Or Rights1 \| $ / shares							$ 4.00
February 2024 Offering \| 2023 SPA Investor Warrants
Events After the Reporting Period
IFRS warrants and rights outstanding, term					5 years
February 2024 Offering \| Prefunded warrants
Events After the Reporting Period
Number of warrants to be granted	2,992,500
IFRS Class Of Warrant Or Right Exercise Price Of Warrants Or Rights1 \| $ / shares							$ 4.00
February 2024 Offering \| ADS
Events After the Reporting Period
Number of warrants to be granted					757,500
Number Of ADS Offered					757,500
February 2024 Offering \| ADS \| 2023 SPA Investor Warrants
Events After the Reporting Period
Share purchase price \| $ / shares					$ 4.00
Exercise Price Per Warrant \| $ / shares					$ 4.00
February 2024 Offering \| Ordinary Shares [Member]
Events After the Reporting Period
Shares sold (in shares)					7,575,000
Number of warrants to be granted					7,575,000
Ordinary shares par value \| kr / shares					$ 1
Jones Trading Share Issuance \| Ordinary Shares [Member]
Events After the Reporting Period
Number of shares issued								2,633,550	2,633,550
Proceeds from issue of shares \| $		$ 2.5
Aggregate share capital								2,633,550	2,633,550
Ordinary shares par value \| (per share)								kr 1	$ 97.56

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies

Schedule of contractual commitments


		December 31, 2023
		(USD in thousands)
	Contractual
	cash flows		<1 year		1 – 2 years		2 – 5 years		>5 years		Total

		(USD in thousands)
Purchase obligations	$	—	$	706	$	322	$	494	$	—	$	1,522
Total	$	—	$	706	$	322	$	494	$	—	$	1,522


		December 31, 2022
		(USD in thousands)
	Contractual
	cash flows		<1 year		1 – 2 years		2 – 5 years		>5 years		Total

		(USD in thousands)
Purchase obligations	$	—	$	598	$	56	$	904	$	—	$	1,558
Total	$	—	$	598	$	56	$	904	$	—	$	1,558

Financial Instruments and Risk Management (Tables)

12 Months Ended

Dec. 31, 2023

Financial Instruments and Risk Management

Schedule of contractual outflows of financial liabilities


	December 31, 2023
	(USD in thousands)
	Carrying		Contractual
	amount		cash flows		<1 year		1 – 5 years		>5 years		Total

	(USD in thousands)
Borrowings	$	8,648	$	11,970	$	391	$	11,455	$	123	$	11,970
Lease payables		2,222		3,033		338		1,422		1,273		3,033
Trade payables		2,689		2,689		2,689		—		—		2,689
Provisions		149		149		—		—		149		149
Other payables		112		112		112		—		—		112
Total	$	13,820	$	17,953	$	3,530	$	12,877	$	1,545	$	17,953


	December 31, 2022
	(USD in thousands)
	Carrying		Contractual
	amount		cash flows		<1 year		1 – 5 years		>5 years		Total

	(USD in thousands)
Borrowings	$	8,000	$	11,859	$	360	$	1,531	$	9,968	$	11,859
Lease payables		2,255		2,255		147		788		1,320		2,255
Trade payables		2,085		2,085		2,085		—		—		2,085
Provisions		144		144		—		—		144		144
Other payables		312		312		312		—		—		312
Total	$	12,796	$	16,655	$	2,904	$	2,319	$	11,432	$	16,655

Schedule of changes to the warrant liability


	Year Ended December 31, 2023
	Level 1		Level 2		Level 3

	(USD in thousands)
Financial liabilities measured at fair value
EIB Warrants	$	190	$	—	$	—
2023 SPA Investor Warrants	$	—	$	—	$	2,714
Total financial liabilities measured at fair value through profit or loss by level	$	190	$	—	$	2,714
Financial liabilities measured at amortized cost
EIB Loan	$	—	$	—	$	8,566
Loan from lessor	$	—	$	—	$	1,022
Total financial liabilities measured at amortized cost by level	$	—	$	—	$	9,588

Schedule of warrants are valued using a Black-Scholes option-pricing model


	December 31, 2023
Exercise price	$	0.71
Remaining contractual term (in years)		1.49
Expected share price volatility		85	%
Risk-free interest rate		4.60	%
Expected dividends		—

Schedule of changes to warrants derivative liability


	Derivative Liability
	(USD in thousands)
Carrying amount at January 1, 2023	$	—
Initial recognition of derivative liability		2,587
Remeasurement of derivative liability		127
Carrying amount at December 31, 2023	$	2,714

Schedule of changes in the Company's EIB Warrant liability


	Warrant Liability
	(USD in thousands)
Carrying amount at January 1, 2022	$	—
Initial recognition of warrant liability		1,007
Remeasurement of warrant liability		(395)
Foreign currency translation		(39)
Carrying amount at December 31, 2022	$	573
Remeasurement of warrant liability		(392)
Foreign currency translation		9
Carrying amount at December 31, 2023	$	190

Basic and Diluted Loss Per Share

12 Months Ended

Dec. 31, 2023

Basic and Diluted Loss Per Share

Basic and Diluted Loss Per Share

Note 12. Basic and Diluted Loss Per Share

Basic loss per share is calculated by dividing the net loss attributable for the year to shareholders of Evaxion Biotech A/S by the weighted average number of ordinary shares outstanding during the year. As net losses from continuing operations were recorded in the years 2023, 2022 and 2021, the dilutive potential shares are anti-dilutive for the earnings per share calculation.


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands, except share amounts and per share amounts)
Loss per share before and after dilution
Net loss attributable to shareholders of Evaxion Biotech A/S	$	(22,125)	$	(23,169)	$	(24,532)
Weighted-average number of ordinary shares outstanding		27,335,829		23,638,685		19,493,143
Loss per share before and after dilution	$	(0.81)	$	(0.98)	$	(1.26)

The following potential shares are anti-dilutive and are therefore excluded from the weighted average number of shares for the purpose of diluted loss per share:

(1)	The number of warrants presented includes warrants granted for share-based payments, the EIB Warrants, and 2023 SPA Investor Warrants outstanding as of each year end period.

Financial Instruments and Risk Management - Financial assets measured at fair value (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Financial Instruments and Risk Management
Financial liabilities measured at amortized cost	$ 13,820	$ 12,796
Level 1 \| Recurring
Financial Instruments and Risk Management
Financial liabilities measured at fair value	190
Level 1 \| Recurring \| EIB Warrants
Financial Instruments and Risk Management
Financial liabilities measured at fair value	190
Level 3 \| EIB Loan
Financial Instruments and Risk Management
Financial liabilities measured at amortized cost		7,900
Level 3 \| Loan From Lessor
Financial Instruments and Risk Management
Financial liabilities measured at amortized cost		$ 1,100
Level 3 \| Recurring
Financial Instruments and Risk Management
Financial liabilities measured at fair value	2,714
Financial liabilities measured at amortized cost	9,588
Level 3 \| Recurring \| 2023 SPA Investor Warrants
Financial Instruments and Risk Management
Financial liabilities measured at fair value	2,714
Level 3 \| Recurring \| EIB Loan
Financial Instruments and Risk Management
Financial liabilities measured at amortized cost	8,566
Level 3 \| Recurring \| Loan From Lessor
Financial Instruments and Risk Management
Financial liabilities measured at amortized cost	$ 1,022

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Operating activities:
Net loss for the year	$ (22,125)	$ (23,169)	$ (24,532)
Adjustments for non-cash items	1,186	(323)	541
Interest received	154	13
Interest paid	(65)	(172)	(25)
Income taxes received	1,597	754	846
Cash flow from operating activities before changes in working capital	(19,253)	(22,897)	(23,170)
Cash flow from changes in working capital:
Changes in net working capital	1,562	(2,877)	1,237
Net cash used in operating activities	(17,691)	(25,774)	(21,933)
Investing activities:
Investment in intangible assets			(60)
Purchase of property and equipment	(87)	(292)	(1,300)
Payment of non-current financial assets - leasehold deposits	(6)	24	30
Net cash used in investing activities	(93)	(268)	(1,330)
Financing activities:
Proceeds from issuance of shares and exercise of warrants, less underwriter discounts	9,168	428	53,854
Proceeds from issuance of warrants	2,587
Transaction costs related to issuance of shares	(432)		(3,760)
Proceeds from borrowings	65	7,849
Repayment of borrowings	(371)	(119)	(63)
Leasing instalments	(326)	(305)	(226)
Net cash provided by financing activities	10,691	7,853	49,805
Net increase/ (decrease) in cash and cash equivalents	(7,093)	(18,189)	26,542
Cash and cash equivalents at January 1	13,184	32,166	5,834
Exchange rate adjustments on cash and cash equivalents	(508)	(793)	(210)
Cash and cash equivalents at December 31	5,583	13,184	32,166
Non-cash investing and financing activities
Acquisition of property and equipment through loan from lessor	$ 65	$ 84
Acquisition of property and equipment included in trade payables			$ 90

Financial Instruments and Risk Management - Contractual undiscounted outflows (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Financial Instruments and Risk Management
Carrying amount	$ 13,820	$ 12,796
Contractual cash flow	17,953	16,655
Less than one year
Financial Instruments and Risk Management
Contractual cash flow	3,530	2,904
1-5 years
Financial Instruments and Risk Management
Contractual cash flow	12,877	2,319
Greater than 5 years
Financial Instruments and Risk Management
Contractual cash flow	1,545	11,432
Borrowings
Financial Instruments and Risk Management
Carrying amount	8,648	8,000
Contractual cash flow	11,970	11,859
Borrowings \| Less than one year
Financial Instruments and Risk Management
Contractual cash flow	391	360
Borrowings \| 1-5 years
Financial Instruments and Risk Management
Contractual cash flow	11,455	1,531
Borrowings \| Greater than 5 years
Financial Instruments and Risk Management
Contractual cash flow	123	9,968
Lease liabilities
Financial Instruments and Risk Management
Carrying amount	2,222	2,255
Contractual cash flow	3,033	2,255
Lease liabilities \| Less than one year
Financial Instruments and Risk Management
Contractual cash flow	338	147
Lease liabilities \| 1-5 years
Financial Instruments and Risk Management
Contractual cash flow	1,422	788
Lease liabilities \| Greater than 5 years
Financial Instruments and Risk Management
Contractual cash flow	1,273	1,320
Trade payables
Financial Instruments and Risk Management
Carrying amount	2,689	2,085
Contractual cash flow	2,689	2,085
Trade payables \| Less than one year
Financial Instruments and Risk Management
Contractual cash flow	2,689	2,085
Provision
Financial Instruments and Risk Management
Carrying amount	149	144
Contractual cash flow	149	144
Provision \| Greater than 5 years
Financial Instruments and Risk Management
Contractual cash flow	149	144
Other payables
Financial Instruments and Risk Management
Carrying amount	112	312
Contractual cash flow	112	312
Other payables \| Less than one year
Financial Instruments and Risk Management
Contractual cash flow	$ 112	$ 312

Leases (Details)	1 Months Ended	12 Months Ended
Leases (Details)	Oct. 31, 2020 USD ($) m²	Dec. 31, 2023 USD ($) lease	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Disclosure of quantitative information about right-of-use assets [line items]
Depreciation expense related to its right-of-use lease asset		$ 216,000	$ 214,000	$ 200,000
Interest expenses, lease liabilities		172,000	176,000	123,000
Total lease expenses		$ 400,000	$ 400,000	$ 300,000
Copenhagen, Denmark
Disclosure of quantitative information about right-of-use assets [line items]
Number of leases \| lease		1
Hrsholm, Denmark [Member]
Disclosure of quantitative information about right-of-use assets [line items]
Lease space \| m²	1,356
Lease termination fee	$ 2,700,000
Lease monthly payment	$ 27,640
Lease Term	10 years
Hrsholm, Denmark [Member] \| Office Space [Member]
Disclosure of quantitative information about right-of-use assets [line items]
Lease space \| m²	839
Lease monthly payment	$ 11,498
Hrsholm, Denmark [Member] \| Laboratory Space [Member]
Disclosure of quantitative information about right-of-use assets [line items]
Lease space \| m²	518
Lease monthly payment	$ 16,142
Hrsholm, Denmark [Member] \| Minimum [Member]
Disclosure of quantitative information about right-of-use assets [line items]
Percentage of increase in annual lease payment	2.00%
Hrsholm, Denmark [Member] \| Maximum [Member]
Disclosure of quantitative information about right-of-use assets [line items]
Percentage of increase in annual lease payment	4.00%

Other Payables (Tables)

12 Months Ended

Dec. 31, 2023

Other Payables

Schedule of other payables


	Years Ended December 31,
	2023		2022

	(USD in thousands)
Employee cost liabilities	$	894	$	353
Other liabilities		112		312
Total other payables	$	1,006	$	665

Events After the Reporting Period

12 Months Ended

Dec. 31, 2023

Events After the Reporting Period

Events After the Reporting Period

Note 25. Events After the Reporting Period

JonesTrading Share Issuance

On January 25, 2024, the Company sold 2,633,550 ordinary shares represented by ADSs, DKK 1 nominal value, at a VWAP of $97.56 per ADS. The ADSs were sold pursuant to the Sales Agreement with JonesTrading dated October 3, 2022. After deducting fees and expenses, total proceeds to the Company from the sales of the ADSs were approximately $2.5 million. In connection with such sales, the Company registered aggregate share capital increases of nominal DKK 2,633,550 with the Danish Business Authority.

February 2024 offering

In February 2024, the Company completed a public offering through which the Company offered 757,500 ADSs representing an aggregated 7,575,000 ordinary shares, DKK 1 nominal value per share, together with warrants to purchase up to 757,500 ADSs representing 7,575,000 ordinary shares. The public offering price for each ADS and accompanying warrant is $4.00. The warrants will have an exercise price per ADS of $4.00 and will be immediately exercisable for a term of five years from the date of issuance. Additionally, as part of the public offering, the Company offered prefunded warrants to purchase up to 2,992,500 ADSs representing 29,925,000 ordinary shares. The public offering price for each ADS and accompanying prefunded warrant is $4.00. The prefunded warrants will have an exercise price per ADS of $4.00 and will be immediately exercisable for a term of five years from the date of issuance. After deducting fees and expenses, total proceeds to the Company from the public offering were approximately $12.7 million.

Fees to auditors

12 Months Ended

Dec. 31, 2023

Fees to auditors

Fees to auditors

Note 23. Fees to auditors

The following table presents the fees to our independent registered public accounting firm, EY Godkendt Revisionspartnerselskab, recognized in general and administrative expenses in the consolidated statements of comprehensive loss for the years ended December 31, 2023, and 2022. This note was prepared in accordance with the requirements of the Danish Financial Statements Act:


	Years Ended December 31,
	2023		2022

	(USD in thousands)
Audit fees	$	309	$	172
Audit related fees		94		50
Other fees		57		156
Total fees	$	460	$	378

Audit fees

Audit fees consist of fees billed for professional services rendered by EY for the audit of our annual consolidated financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.

Audit-related fees

Audit-related fees consist of assurance and related services performed by EY that are reasonably related to the performance of the audit or review of our consolidated financial statements and are not reported under “Audit-Related fees.”

Other fees

Other fees consist of services provided by EY for other permitted services, including fees for work performed by EY in connection with the Company’s capital raises.

Summary of Accounting Policies

12 Months Ended

Dec. 31, 2023

Summary of Accounting Policies

Summary of Accounting Policies

Note 3. Summary of Accounting Policies

Basis of preparation

Basis of consolidation

All intra-Group assets and liabilities, equity (deficit), income, expenses, and cash flows relating to transactions between members of the Group are eliminated in full in consolidation.

Reclassification

Currency translation of transactions and balances

Translation of foreign operations

Revenue recognition

i.identify the contract

ii.identify the performance obligations in the contract

iii.determine the transaction price

iv.allocate the transaction price to the performance obligations in the contract

v.recognize revenue when (or as) the entity satisfies a performance obligation

When contracts with customers are entered into, the goods and/or services promised in the contract are assessed to identify distinct performance obligations.

A promise in the agreement is considered a distinct performance obligation if both of the following criteria are met:

●

As of December 31, 2023, all of the Company’s revenue is related to service revenue, whereby the Company receives milestone payments through the achievement of certain development milestones.

Research and development expenses

Intellectual property

Income from government grants

General and administrative expenses

Share-based payments

Accounting for joint operations - MSD International GmbH and MSD International Business GmbH

Accounting for joint operations - ExpreS2ion Biotechnologies ApS

Finance income

Finance income consists primarily of foreign currency gains, and gains from changes in fair value of liability-classified warrants.

Finance expense

Income tax

Deferred taxes

Tax receivables

Leases

Leasehold improvements and loan from lessor

The Company has assessed whether this is a lease component, or a leasehold improvement funded by the lessor. We have considered the following factors:

●

Which party designed the customization

●

Which party had the right to direct changes to the work

●

Who is taking on the economic risk of the cost price of the work

Right-of-use assets

The Company’s right-of-use assets are presented within property and equipment, net.

Lease liabilities

At the commencement date of the lease, the Company recognizes lease liabilities measured at the present value of the following payments, when applicable:

●

fixed payments (including in-substance fixed payments), less any lease incentives receivable;

●

variable lease payments (linked to an index or interest rate);

●

expected payments under residual value guarantees;

●

the exercise price of purchase options, where exercise is reasonably certain;

●

lease payments in optional renewal periods, where exercise of extension options is reasonably certain;

●

and penalty payments for the termination of a lease, if the lease term reflects the exercise of the respective termination option.

Intangible assets

Property and equipment

Assets		Useful life
Properties		Shorter of lease term and useful life of the asset
Leasehold improvements		11 years
Other equipment		5 – 10 years

Impairment of non-financial assets

Provisions

Financial instruments

(i) Non-derivative financial assets

The Company holds the following categories of non-derivative financial assets:

Receivables

Prepayments include expenditures related to future financial periods and are measured at amortized cost.

Cash and cash equivalents

(ii) Non-derivative financial liabilities

Trade payables

Trade payables and accruals relate to the Group’s purchase of products and services from various vendors in the normal course of business.

Other payables

EIB Loan

EIB Warrants

(iii) Derivative financial instruments

2023 SPA Investor Warrants

Segment information

Shareholders’ equity (deficit)

The share capital comprises the nominal amount of the company’s ordinary shares, each at a nominal value of DKK 1.

Loss per share

Standards issued and effective

There were a number of standards and interpretations which were issued and became effective at January 1, 2023, and have been adopted for these consolidated financial statements, including:

●

IFRS 17 Insurance Contracts

●

Definition of Accounting Estimates – Amendments to IAS 8

●

Disclosure of Accounting Policies – Amendments to IAS 1 and IFRS Practice Statement 2

●

Deferred Tax related to Assets and Liabilities arising from a Single Transaction – Amendments to IAS 12

●

International Tax Reform – Pillar Two Model Rules – Amendments to IAS 12

Standards issued but not yet effective

●

Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current (January 1, 2024)

●

Amendments to IFRS 16 Accounting Policies, Lease Liability in a Sales and Leaseback (January 1, 2024)

●

Amendments to IAS 7 & IFRS 7 Supplier Finance Arrangements (January 1, 2024)

●

Amendments to IAS 21 Lack of Exchangeability (January 1, 2025)

Financial Instruments and Risk Management - Significant unobservable inputs (Details) - 2023 SPA Investor Warrants	Dec. 31, 2023 Y
Exercise price
Financial Instruments and Risk Management
Unobservable input, liabilities	0.71
Remaining contractual term (in years)
Financial Instruments and Risk Management
Unobservable input, liabilities	1.49
Expected share price volatility
Financial Instruments and Risk Management
Unobservable input, liabilities	0.85
Risk-free interest rate
Financial Instruments and Risk Management
Unobservable input, liabilities	0.0460

Intangible Assets

12 Months Ended

Dec. 31, 2023

Intangible Assets

Intangible Assets

Note 24. Intangible Assets

The Company wrote-off its intangible assets of $0.1 million during the year ended December 31, 2022. As of December 31, 2023, and 2022, the Company did not have an intangible asset balance.

Cash and Cash Equivalents - Reconciliation of Liabilities from Financing Activities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Disclosure of reconciliation of liabilities arising from financing activities [line items]
Balance beginning of year	$ 10,399	$ 3,843
Cash flows	(632)	7,425
Accumulated interest	810	700
Transaction costs		(1,117)
Additions	110	99
Exchange rate adjustment	332	(551)
Balance end of year	11,019	10,399
Lease liabilities
Disclosure of reconciliation of liabilities arising from financing activities [line items]
Balance beginning of year	2,255	2,520
Cash flows	(326)	(305)
Accumulated interest	172	176
Additions	45	15
Exchange rate adjustment	76	(151)
Balance end of year	2,222	2,255
Borrowings
Disclosure of reconciliation of liabilities arising from financing activities [line items]
Balance beginning of year	8,000	1,170
Cash flows	(306)	7,730
Accumulated interest	638	524
Transaction costs		(1,117)
Additions	65	84
Exchange rate adjustment	251	(391)
Balance end of year	8,648	8,000
Provision
Disclosure of reconciliation of liabilities arising from financing activities [line items]
Balance beginning of year	144	153
Cash flows
Additions
Exchange rate adjustment	5	(9)
Balance end of year	$ 149	$ 144

Cash and Cash Equivalents

12 Months Ended

Dec. 31, 2023

Cash and Cash Equivalents

Cash and Cash Equivalents

Note 16. Cash and Cash Equivalents


	Years Ended December 31,
	2023		2022

	(USD in thousands)
Cash and cash equivalents	$	5,583	$	13,184
Total cash and cash equivalents	$	5,583	$	13,184

Cash and cash equivalents consist mainly of cash on deposit with banks, and $1.4 million held in an escrow account relating to the 2023 Securities Purchase Agreement as of December 31, 2023. There are no restrictions on the amounts held in the escrow account as of December 31, 2023.

Changes in net working capital


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Changes in receivables and tax receivables	$	1,107	$	(1,486)	$	1,863
Changes in trade payables		502		(599)		(647)
Changes in other payables		(47)		(792)		21
Changes in net working capital	$	1,562	$	(2,877)	$	1,237

Working capital is defined as current assets (excluding cash) less current liabilities and measures the net liquid assets the Company has available for the business.

Adjustments for non-cash items

Adjustments of non-cash items in the consolidated statements of comprehensive loss:


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Income taxes	$	(790)	$	(772)	$	(178)
Tax credit schemes accounted for as grants		(194)		(226)		(12)
Depreciation		615		571		344
Impairment		—		87		—
Interest income		(154)		(13)		—
Interest expense		897		798		159
Share-based compensation expenses		479		942		1,379
Acquisition of property, plant and equipment		—		—		(90)
Loss in change from fair value of derivative liability		110		—		—
Gain in change from fair value of warrant liability		(392)		(395)		—
Other adjustments: Other adjustments, primarily exchange rate adjustments		615		(1,315)		(1,061)
Total adjustments for non-cash items	$	1,186	$	(323)	$	541

Reconciliation of Liabilities from Financing Activities


	December 31,				Accumulated		Transaction				Exchange rate		December 31,
(USD in thousands)	2022		Cash flows		interest		Costs		Additions		adjustment		2023
Lease liabilities	$	2,255	$	(326)	$	172	$	—	$	45	$	76	$	2,222
Borrowings		8,000		(306)		638		—		65		251		8,648
Provisions		144		—		—		—		—		5		149
Total liabilities from financing activities	$	10,399	$	(632)	$	810	$	—	$	110	$	332	$	11,019


	December 31,				Accumulated		Transaction				Exchange rate		December 31,
(USD in thousands)	2021		Cash flows		interest		Costs		Additions		adjustment		2022
Lease liabilities	$	2,520	$	(305)	$	176	$	—	$	15	$	(151)	$	2,255
Borrowings		1,170		7,730		524		(1,117)		84		(391)		8,000
Provisions		153		—		—		—		—		(9)		144
Total liabilities from financing activities	$	3,843	$	7,425	$	700	$	(1,117)	$	99	$	(551)	$	10,399

Other Payables

12 Months Ended

Dec. 31, 2023

Other Payables

Other Payables

Note 15. Other Payables


	Years Ended December 31,
	2023		2022

	(USD in thousands)
Employee cost liabilities	$	894	$	353
Other liabilities		112		312
Total other payables	$	1,006	$	665

Leases - Movements in Right-of-use Assets and Lease Liabilities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Leases
Cash outflow for leases	$ 300	$ 300
Right-of-Use Asset
Balance beginning of year	2,224	2,601
Depreciation	(216)	(214)	$ (200)
Translation	88	(163)
Balance end of year	2,096	2,224	2,601
Lease liabilities
Balance beginning of year	2,255	2,520
Additions	45	15
Interest expense	172	176
Payments	(326)	(305)
Translation	76	(151)
Balance end of year	$ 2,222	$ 2,255	$ 2,520

Share-Based Payments - Assumptions of Warrants (Details) - Warrants - $ / shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-Based Payments
Expected term (in years)	6 years 6 months	6 years 6 months	6 years 6 months
Risk-free interest rate	4.27%	3.66%	1.34%
Expected volatility	85.00%	85.00%	85.00%
Share price	$ 0.70	$ 2.10	$ 4.20

Share-Based Payments - Schedule of Warrants (Details)	1 Months Ended								12 Months Ended
Share-Based Payments - Schedule of Warrants (Details)	Sep. 30, 2022 EquityInstruments	May 31, 2022 EquityInstruments	Mar. 31, 2022 EquityInstruments	Dec. 31, 2021 EquityInstruments	Dec. 31, 2021 EquityInstruments Options	Dec. 31, 2021 EquityInstruments $ / shares	Jun. 30, 2021 Options	Dec. 31, 2020 EquityInstruments kr / shares	Dec. 31, 2023 EquityInstruments	Dec. 31, 2023 EquityInstruments	Dec. 31, 2023 EquityInstruments Options	Dec. 31, 2023 USD ($) EquityInstruments	Dec. 31, 2023 EquityInstruments $ / shares	Dec. 31, 2022 EquityInstruments	Dec. 31, 2022 EquityInstruments	Dec. 31, 2022 EquityInstruments Options	Dec. 31, 2022 EquityInstruments shares	Dec. 31, 2022 USD ($) EquityInstruments	Dec. 31, 2022 EquityInstruments kr / shares	Dec. 31, 2022 EquityInstruments $ / shares	Dec. 31, 2021 EquityInstruments	Dec. 31, 2021 EquityInstruments	Dec. 31, 2021 EquityInstruments shares	Dec. 31, 2021 USD ($) EquityInstruments	Dec. 31, 2021 EquityInstruments kr / shares	Dec. 31, 2021 EquityInstruments $ / shares	Dec. 31, 2020 EquityInstruments kr / shares	Dec. 31, 2023 Options	Dec. 31, 2022 Options	Dec. 31, 2021 Options	Dec. 31, 2021 USD ($)
Number of warrants
Service cost \| $												$ 479,000						$ 942,000						$ 1,379,000
Warrants
Number of warrants
Warrants granted												409,115					491,612
Warrants granted				523,599			62,147	1,655		559,115					491,612							63,802	523,599
Warrants exercised										(360,731)					(388,181)							(62,284)
Warrants forfeited										(203,004)					(92,956)							(10,178)
Warrants cancelled																						(10,397)
Warrants granted at beginning of period										2,743,093	2,743,093				2,732,618	2,732,618						2,228,076
Warrants granted at end of period				2,732,618	2,732,618			2,228,076		2,738,473	2,738,473				2,743,093	2,743,093						2,732,618					2,228,076
Warrants exercisable				2,072,122	2,072,122	2,072,122			2,007,123	2,007,123	2,007,123	2,007,123	2,007,123	1,988,106	1,988,106	1,988,106	1,988,106	1,988,106	1,988,106	1,988,106	2,072,122	2,072,122	2,072,122	2,072,122	2,072,122	2,072,122		2,007,123	1,988,106	2,732,618
Warrants granted with immediate vesting \| shares																							22,916
Weighted Average Exercise Price/Share
Warrants granted at beginning of period, price per share \| (per share)													$ 1.50						kr 7.53						kr 1
Warrants granted, price per share \| (per share)						$ 5.38							1.02							$ 2.24					1
Warrants exercised, price per share \| (per share)													0.14							2.42					1
Warrants forfeited, price per share \| (per share)													2.08							1.28					1
Warrants granted at end of period, price per share \| (per share)								kr 1					1.41							1.50					7.53		kr 1
Warrants cancelled, price per share \| kr / shares																									kr 1
Weighted Average Remaining Contractual Life (years)
Warrants granted, remaining contractual life									10 years					11 years							13 years						15 years
Other information
Share purchase price \| $ / shares													$ 0.14							$ 2.42						$ 5.59
Warrants \| COO
Number of warrants
Warrants granted			25,000							12,500					20,833
Warrants \| CFO
Number of warrants
Warrants granted		45,000													16,667
Warrants \| CEO
Number of warrants
Warrants granted	50,000									169,167					3,125
Warrants \| Executive management
Number of warrants
Service period																					36 months
Weighted average fair value at measurement date \| $																															$ 1,500,000

Income Taxes - Reconciliation of effective tax rate (Details)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Reconciliation of effective tax rate to Danish statutory tax rate
Statutory corporate income tax rate in Denmark	22.00%	22.00%	22.00%
Non-deductible income / (expenses)	(1.00%)	(1.00%)
Additional tax deduction R&D expenses	1.00%	4.00%	6.00%
Tax credit research and development expenditures	(4.00%)	(5.00%)	(4.00%)
Change in deferred tax asset not capitalized	(14.00%)	(16.00%)	(23.00%)
Total effective tax rate	4.00%	4.00%	1.00%

Employees and Employee-Related Costs - Board of Directors and Executive Management (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($) employee	Dec. 31, 2022 USD ($) employee	Dec. 31, 2021 USD ($)
Employees and Employee-Related Costs
Number of members of executive management \| employee	4	6
Board of Directors and Executive Management
Employees and Employee-Related Costs
Total	$ 2,412	$ 2,699	$ 2,747
Board of Directors and Executive Management \| Research and development expenses
Employees and Employee-Related Costs
Members of executive management	1,150	1,517	1,431
Board of Directors and Executive Management \| General and administrative expense
Employees and Employee-Related Costs
Members of executive management	1,262	1,182	1,316
Executive management
Employees and Employee-Related Costs
Wages and salaries	$ 1,802	$ 1,970	$ 1,833
Share-based compensation expenses	205	321	514
Total	2,007	2,291	2,347
Board of Directors
Employees and Employee-Related Costs
Wages and salaries	360	379	313
Share-based compensation expenses	45	29	87
Total	$ 405	$ 408	$ 400

Capital Structure and Financial Matters - Lincoln Park Purchase Agreement (Details) - Lincoln Park Purchase Agreement $ / shares in Units, $ in Millions	Jun. 07, 2022 USD ($) $ / shares shares	Dec. 31, 2023 shares	Jul. 07, 2022 USD ($) shares	Jun. 07, 2022 kr / shares
Capital Structure and Financial Matters
Agreement term	36 months
ADS
Capital Structure and Financial Matters
Maximum aggregate value of shares to sell \| $	$ 40.0
Nominal value per share \| kr / shares				kr 1
Number of shares issued as commitment fee	428,572
Share purchase price \| $ / shares	$ 2.80
Value of shares issued as commitment fee \| $	$ 1.2
Purchase agreement to sell shares, shares in single transaction	50,000
Shares to sell in a single transaction	70,000
Maximum value of shares to sell in a single value of shares to sell in a single transaction \| $	$ 1.5
Number of shares registered for resale			4,649,250
Amount of proceeds to be received \| $			$ 40.0
Number of shares issued and sold		428,572

Document and Entity Information	12 Months Ended
Document and Entity Information	Dec. 31, 2023 shares
Document Information [Line Items]
Document Type	20-F
Document Registration Statement	false
Document Annual Report	true
Document Transition Report	false
Document Shell Company Report	false
Document Period End Date	Dec. 31, 2023
Entity File Number	001-39950
Entity Registrant Name	Evaxion Biotech A/S
Entity Incorporation, State or Country Code	G7
Entity Address, Address Line One	Dr. Neergaards Vej 5f
Entity Address, City or Town	Hoersholm
Entity Address, Postal Zip Code	DK-2970
Entity Address, Country	DK
Title of 12(b) Security	American Depositary Shares, each representingten ordinary shares, nominal value DKK 1 per share
Trading Symbol	EVAX
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Document Accounting Standard	International Financial Reporting Standards
Entity Emerging Growth Company	true
Entity Shell Company	false
Entity Common Stock, Shares Outstanding	37,897,780
Entity Ex Transition Period	false
Entity Central Index Key	0001828253
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Amendment Flag	false
Auditor Name	EY Godkendt Revisionspartnerselskab
Auditor Firm ID	1757
Auditor Location	Denmark
Document Financial Statement Error Correction [Flag]	false
Business contact
Document Information [Line Items]
Entity Address, Address Line One	Dr. Neergaards
Entity Address, City or Town	Hoersholm
Entity Address, Postal Zip Code	DK-2970
City Area Code	45
Local Phone Number	31 31 97 53
Contact Personnel Name	Christian Kanstrup
Contact Personnel Email Address	cka@evaxion-biotech.com
Entity Address, Country	DK

Basic and Diluted Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2023

Basic and Diluted Loss Per Share

Schedule of basic and diluted loss per share


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands, except share amounts and per share amounts)
Loss per share before and after dilution
Net loss attributable to shareholders of Evaxion Biotech A/S	$	(22,125)	$	(23,169)	$	(24,532)
Weighted-average number of ordinary shares outstanding		27,335,829		23,638,685		19,493,143
Loss per share before and after dilution	$	(0.81)	$	(0.98)	$	(1.26)

Schedule of potential shares are anti-dilutive and excluded from the weighted average number of shares

(1)	The number of warrants presented includes warrants granted for share-based payments, the EIB Warrants, and 2023 SPA Investor Warrants outstanding as of each year end period.

Consolidated Statements of Financial Position $ in Thousands	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Non-current assets
Property and equipment, net	$ 4,343	$ 4,675
Government grants receivables	29	209
Leasehold deposits, non-current	167	156
Total non-current assets	4,539	5,040
Current assets
Prepayments and other receivables	1,952	2,791
Government grants receivable, current		221
Tax receivables, current	815	789
Cash and cash equivalents	5,583	13,184
Total current assets	8,350	16,985
TOTAL ASSETS	12,889	22,025
EQUITY (DEFICIT) AND LIABILITIES
Share capital	5,899	3,886
Other reserves	97,342	90,262
Accumulated deficit	(107,970)	(85,845)
Total equity (deficit)	(4,729)	8,303
Non-current liabilities
Lease liabilities, non-current	1,896	1,952
Borrowings, non-current	8,489	7,864
Provisions	149	144
Total non-current liabilities	10,534	9,960
Current liabilities
Lease liabilities, current	326	303
Warrant liability	190	573
Derivative liability	2,714
Borrowings, current	159	136
Trade payables	2,689	2,085
Other payables	1,006	665
Total current liabilities	7,084	3,762
Total liabilities	17,618	13,722
TOTAL EQUITY (DEFICIT) AND LIABILITIES	$ 12,889	$ 22,025

Leases (Tables)

12 Months Ended

Dec. 31, 2023

Leases

Schedule of carrying amounts of right-of-use assets and lease liabilities and the movements


	Right-of-Use Asset		Lease Liabilities

	(USD in thousands)
At December 31, 2022	$	2,224	$	2,255
Additions		—		45
Depreciation		(216)		—
Interest Expense		—		172
Payments		—		(326)
Translation		88		76
At December 31, 2023	$	2,096	$	2,222


	Right-of-Use Asset		Lease Liabilities

	(USD in thousands)
At December 31, 2021	$	2,601	$	2,520
Additions		—		15
Depreciation		(214)		—
Interest Expense		—		176
Payments		—		(305)
Translation		(163)		(151)
At December 31, 2022	$	2,224	$	2,255

Consolidated Statements of Changes in Equity (Deficit) kr in Thousands, $ in Thousands	Share capital USD ($)	Share capital DKK (kr)	Share premium USD ($)	Share-Based Payments Reserve USD ($)	Foreign currency translation reserve USD ($)	Accumulated deficit USD ($)	USD ($)
Balance at the beginning at Dec. 31, 2020	$ 2,648	kr 16,198	$ 31,443	$ 10,865	$ 226	$ (38,144)	$ 7,038
Net loss for the period						(24,532)	(24,532)
Other comprehensive income					(1,537)		(1,537)
Tax on other comprehensive income/(expense)					(5)		(5)
Share-based compensation				1,379			1,379
Issuance of shares for cash	1,107		56,502				57,609
Transaction costs			(7,515)				(7,515)
Balance at the end at Dec. 31, 2021	3,755	23,204	80,430	12,244	(1,316)	(62,676)	32,437
Net loss for the period						(23,169)	(23,169)
Other comprehensive income					(2,335)		(2,335)
Share-based compensation				942			942
Issuance of shares for cash	70		358				428
Transaction costs	61		(61)
Balance at the end at Dec. 31, 2022	3,886	24,139	80,727	13,186	(3,651)	(85,845)	8,303
Net loss for the period						(22,125)	(22,125)
Other comprehensive income					(122)		(122)
Share-based compensation				479			479
Issuance of shares for cash	2,013		7,155				9,168
Transaction costs			(432)				(432)
Balance at the end at Dec. 31, 2023	$ 5,899	kr 37,898	$ 87,450	$ 13,655	$ (3,773)	$ (107,970)	$ (4,729)

- Definition

The amount of residual interest in the assets of the entity after deducting all its liabilities.

+ References + Details

- Definition

The total of income less expenses from continuing and discontinued operations, excluding the components of other comprehensive income. [Refer: Other comprehensive income]

+ References

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+ Details

Fees to auditors (Details) - USD ($) $ in Thousands	12 Months Ended
Fees to auditors (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Fees to auditors
Audit fees	$ 309	$ 172
Audit related fees	94	50
Other fees	57	156
Total fees	$ 460	$ 378

Share-Based Payments - Outstanding warrants (Details) - Warrants	1 Months Ended	12 Months Ended
	Dec. 31, 2021 EquityInstruments $ / shares	Dec. 31, 2023 EquityInstruments kr / shares	Dec. 31, 2023 EquityInstruments $ / shares	Dec. 31, 2022 EquityInstruments kr / shares	Dec. 31, 2022 EquityInstruments $ / shares	Dec. 31, 2021 EquityInstruments kr / shares	Dec. 31, 2021 EquityInstruments $ / shares	Dec. 31, 2020 EquityInstruments	Dec. 31, 2023 Options	Dec. 31, 2022 Options	Dec. 31, 2021 Options
Share-Based Payments
Number of warrants outstanding	2,732,618	2,738,473	2,738,473	2,743,093	2,743,093	2,732,618	2,732,618	2,228,076	2,738,473	2,743,093	2,732,618
Average exercise price per warrant \| (per share)	$ 5.38		$ 1.02		$ 2.24	kr 1
Remaining term to maturity		10 years	10 years	11 years	11 years	13 years	13 years	15 years
Warrants exercisable	2,072,122	2,007,123	2,007,123	1,988,106	1,988,106	2,072,122	2,072,122		2,007,123	1,988,106	2,732,618
Grant December 2016
Share-Based Payments
Per warrant average grant date fair value		kr 20.91		kr 20.91		kr 20.91
Number of warrants outstanding \| Options									318,192	437,114	701,356
Average exercise price per warrant		kr 1		kr 1		kr 1
Remaining term to maturity		13 years	13 years	14 years	14 years	15 years	15 years
Grant September 2017
Share-Based Payments
Per warrant average grant date fair value		kr 28.71		kr 28.71		kr 28.71
Number of warrants outstanding \| Options									467,184	617,184	617,184
Average exercise price per warrant		kr 1		kr 1		kr 1
Remaining term to maturity		13 years	13 years	14 years	14 years	15 years	15 years
Grant December 2017
Share-Based Payments
Per warrant average grant date fair value		kr 28.71		kr 28.71		kr 28.71
Number of warrants outstanding \| Options									92,673	122,040	122,040
Average exercise price per warrant		kr 1		kr 1		kr 1
Remaining term to maturity		13 years	13 years	14 years	14 years	15 years	15 years
Granted during 2018
Share-Based Payments
Per warrant average grant date fair value		kr 37.05		kr 37.05		kr 37.05
Number of warrants outstanding \| Options									163,116	170,496	174,564
Average exercise price per warrant		kr 1		kr 1		kr 1
Remaining term to maturity		13 years	13 years	14 years	14 years	15 years	15 years
Grant February 2019
Share-Based Payments
Per warrant average grant date fair value		kr 42.57		kr 42.57		kr 42.57
Number of warrants outstanding \| Options									7,956	7,956	7,956
Average exercise price per warrant		kr 1		kr 1		kr 1
Remaining term to maturity		13 years	13 years	14 years	14 years	15 years	15 years
Grant September 2019
Share-Based Payments
Per warrant average grant date fair value		kr 56.35		kr 56.35		kr 56.35
Number of warrants outstanding \| Options									54,000	54,000	54,000
Average exercise price per warrant		kr 1		kr 1		kr 1
Remaining term to maturity		13 years	13 years	14 years	14 years	15 years	15 years
Grant October 2019
Share-Based Payments
Per warrant average grant date fair value		kr 56.97		kr 56.97		kr 56.97
Number of warrants outstanding \| Options									112,995	150,660	150,660
Average exercise price per warrant		kr 1		kr 1		kr 1
Remaining term to maturity		13 years	13 years	14 years	14 years	15 years	15 years
Grant December 2020
Share-Based Payments
Per warrant average grant date fair value		kr 56.75		kr 56.75		kr 56.75
Number of warrants outstanding \| Options									175,567	193,064	317,457
Average exercise price per warrant		kr 1		kr 1		kr 1
Remaining term to maturity		8 years	8 years	9 years	9 years	10 years	10 years
Grant April 2021
Share-Based Payments
Per warrant average grant date fair value		kr 45.31		kr 45.31		kr 45.31
Number of warrants outstanding \| Options									1,655	1,655	1,655
Average exercise price per warrant		kr 1		kr 1		kr 1
Remaining term to maturity		8 years	8 years	9 years	9 years	10 years	10 years
Grant June 2021
Share-Based Payments
Per warrant average grant date fair value		kr 40.86		kr 40.86		kr 40.86
Number of warrants outstanding \| Options									62,147	62,147	62,147
Average exercise price per warrant		kr 1		kr 1		kr 1
Remaining term to maturity		8 years	8 years	9 years	9 years	10 years	10 years
Grant December 2021
Share-Based Payments
Per warrant average grant date fair value		kr 19.22		kr 19.22		kr 19.22
Number of warrants outstanding \| Options									422,451	435,165	523,599
Average exercise price per warrant \| $ / shares			$ 5.38		$ 5.38		$ 5.38
Remaining term to maturity		8 years	8 years	9 years	9 years	10 years	10 years
Grant March 2022
Share-Based Payments
Per warrant average grant date fair value		kr 13.46		kr 13.46
Number of warrants outstanding \| Options									30,560	35,000
Average exercise price per warrant \| $ / shares			$ 2.96		$ 2.96
Remaining term to maturity		8 years	8 years	9 years	9 years
Grant June 2022
Share-Based Payments
Per warrant average grant date fair value		kr 8.85		kr 8.85
Number of warrants outstanding \| Options									5,004	10,000
Average exercise price per warrant \| $ / shares			$ 1.83		$ 1.83
Remaining term to maturity		8 years	8 years	9 years	9 years
Grant June 2022, First
Share-Based Payments
Per warrant average grant date fair value		kr 8.85		kr 8.85
Number of warrants outstanding \| Options									4,448	10,000
Average exercise price per warrant \| $ / shares			$ 1.83		$ 1.83
Remaining term to maturity		8 years	8 years	9 years	9 years
Grant June 2022, Second
Share-Based Payments
Per warrant average grant date fair value		kr 8.85		kr 8.85
Number of warrants outstanding \| Options									45,000	45,000
Average exercise price per warrant \| $ / shares			$ 1.83		$ 1.83
Remaining term to maturity		8 years	8 years	9 years	9 years
Grant September 2022
Share-Based Payments
Per warrant average grant date fair value		kr 10.46		kr 10.46
Number of warrants outstanding \| Options									7,529	11,000
Average exercise price per warrant \| $ / shares			$ 2.42		$ 2.42
Remaining term to maturity		8 years	8 years	9 years	9 years
Grant December 2022
Share-Based Payments
Per warrant average grant date fair value		kr 10.95		kr 10.95
Number of warrants outstanding \| Options									15,279	50,000
Average exercise price per warrant \| $ / shares			$ 2.23		$ 2.23
Remaining term to maturity		8 years	8 years	9 years	9 years
Grant December 2022, First
Share-Based Payments
Per warrant average grant date fair value		kr 10.95		kr 10.95
Number of warrants outstanding \| Options									293,602	330,612
Average exercise price per warrant \| $ / shares			$ 2.23		$ 2.23
Remaining term to maturity		8 years	8 years	9 years	9 years
Grant January 2023
Share-Based Payments
Per warrant average grant date fair value		kr 9.17
Number of warrants outstanding \| Options									10,000
Average exercise price per warrant \| $ / shares			$ 1.94
Remaining term to maturity		8 years	8 years
Grant September 2023
Share-Based Payments
Per warrant average grant date fair value		kr 4.27
Number of warrants outstanding \| Options									100,000
Average exercise price per warrant \| $ / shares			$ 1.02
Remaining term to maturity		8 years	8 years
Grant September 2023 First
Share-Based Payments
Per warrant average grant date fair value		kr 2.57
Number of warrants outstanding \| Options									50,000
Average exercise price per warrant \| $ / shares			$ 1.50
Remaining term to maturity		3 years	3 years
Grant December 2023
Share-Based Payments
Per warrant average grant date fair value		kr 3.61
Number of warrants outstanding \| Options									299,115
Average exercise price per warrant \| $ / shares			$ 0.75
Remaining term to maturity		8 years	8 years

Other Payables (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Other Payables
Employee cost liabilities	$ 894	$ 353
Other liabilities	112	312
Total other payables	$ 1,006	$ 665

General Company Information (Details)	Jan. 22, 2024 $ / shares
General Company Information
Number of ordinary shares per ADS	10
Nominal Value Per ADS Ratio	$ 1
IPO \| American Depositary Shares [Member]
General Company Information
Number of ordinary shares per ADS	1

Share-Based Payments - Compensation expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-Based Compensation
Share-based compensation expenses	$ 479	$ 942	$ 1,379
Research and development expenses
Share-Based Compensation
Share-based compensation expenses	377	760	1,051
General and administrative expense
Share-Based Compensation
Share-based compensation expenses	$ 102	$ 182	$ 328

Operating Activities

12 Months Ended

Dec. 31, 2023

Operating Activities

Operating Activities

Note 7. Operating Activities

Research and development expenses


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Employee salary and benefit expenses, excluding share-based compensation	$	6,033	$	7,396	$	6,794
Share-based compensation expenses		377		760		1,051
Depreciation		340		514		273
External expenses		5,166		8,386		11,465
Total research and development expenses	$	11,916	$	17,056	$	19,583

During the years ended December 31, 2023, 2022 and 2021, the Company recognized $0.4 million, $0.5 million and $0.3 million, respectively, related to government grants as a reduction of research and development expenses.

General and administrative expenses


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Employee salary and benefit expenses, excluding share-based compensation	$	3,030	$	1,983	$	1,824
Share-based compensation expenses		102		182		328
Professional and other fees		6,947		5,899		4,028
Depreciation		275		144		71
Total general and administrative expenses	$	10,354	$	8,208	$	6,251

Capital Structure and Financial Matters - Management and Board of Director holding of shares (Details) - shares	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Executive management
Disclosure of classes of share capital [line items]
Number of shares issued (in shares)	6,008,981	4,156,085	8,638,560
Christian Kanstrup [Member]
Disclosure of classes of share capital [line items]
Number of shares issued (in shares)	1,493,014
Bo Karmark
Disclosure of classes of share capital [line items]
Number of shares issued (in shares)		2,000
Jesper Nyegaard Nissen
Disclosure of classes of share capital [line items]
Number of shares issued (in shares)	99,913
Birgitte Rn
Disclosure of classes of share capital [line items]
Number of shares issued (in shares)	148,123
Andreas Holm Mattsson
Disclosure of classes of share capital [line items]
Number of shares issued (in shares)	4,267,931	4,071,961	4,163,832
Niels Iversen Mller
Disclosure of classes of share capital [line items]
Number of shares issued (in shares)			4,292,604
Lars Aage Staal Wegner
Disclosure of classes of share capital [line items]
Number of shares issued (in shares)		82,124	182,124
Board of Directors
Disclosure of classes of share capital [line items]
Number of shares issued (in shares)	6,674,185	4,576,028	379,188
Niels Iversen Mller
Disclosure of classes of share capital [line items]
Number of shares issued (in shares)	4,292,678	4,196,840
Roberto Prego
Disclosure of classes of share capital [line items]
Number of shares issued (in shares)	539,069	310,248	310,248
Lars Holtug
Disclosure of classes of share capital [line items]
Number of shares issued (in shares)	157,891
Marianne Sgaard
Disclosure of classes of share capital [line items]
Number of shares issued (in shares)	1,684,547	41,652	41,652
Steven Projan
Disclosure of classes of share capital [line items]
Number of shares issued (in shares)		27,288	27,288

Summary of Accounting Policies - Leasehold improvements and Loan from lessor (Details)	12 Months Ended
	Dec. 31, 2023
Summary of Accounting Policies
Repayment loan, term	8 years
Loan, interest rate	6.00%
Correlation between construction costs and payments to lessor	100.00%

Employees and Employee-Related Costs - Number of employees (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Employees and Employee-Related Costs
Average number of full-time employees	55	62	53
Number of employees at end of period:
Number of employees, including consultants, by country at end of period:	49	63	61
Denmark and United States
Number of employees at end of period:
Number of employees, including consultants, by country at end of period:	49	63	61

Cash and Cash Equivalents (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash and Cash Equivalents
Cash and cash equivalents	$ 5,583	$ 13,184
Total cash and cash equivalents	5,583	$ 13,184	$ 32,166	$ 5,834
Cash held in escrow account	$ 1,400

Income Taxes

12 Months Ended

Dec. 31, 2023

Income Taxes

Income Taxes

Note 11. Income Taxes

(a) Analysis of charge/(credit) for the year:


	Years Ended
	December 31,
	2023		2022		2021

	(USD in thousands)
Income tax benefit	$	790	$	772	$	178
Total income tax benefit for the year	$	790	$	772	$	178

On December 31, 2023, the Company had net tax loss carry-forwards in Denmark of $19.0 million (2022: $13.6 million in Denmark; 2021: $9.5 million in Denmark) for income tax purposes, all of which can be carried forward infinitely according to Danish Corporate Income Tax Act. As of December 31, 2023, the Company did not have any tax loss carry-forwards in any other tax jurisdictions.

The benefit from income taxes for each year includes a tax credit for research and development expenditures at the applicable tax rate under the Danish Tax Assessment Act and Australian tax legislation, respectively.

(b) Reconciliation of effective tax rate to Danish statutory tax rate


	Years Ended December 31,
	2023		2022		2021
Statutory corporate income tax rate in Denmark	22	%	22	%	22	%
Difference in corporate income tax rate in subsidiaries	—	%	—	%	—	%
Non-deductible income / (expenses)	(1)	%	(1)	%	—	%
Non-taxable income / (expenses)	—	%	—	%	—	%
Additional tax deduction R&D expenses	1	%	4	%	6	%
Tax credit research and development expenditures	(4)	%	(5)	%	(4)	%
Change in deferred tax asset not capitalized	(14)	%	(16)	%	(23)	%
Total effective tax rate	4	%	4	%	1	%

(c) Deferred tax in the consolidated statements of financial position


	Years Ended
	December 31,
	2023		2022		2021

	(USD in thousands)
Deferred Tax Positions:
Warrants	$	275	$	739	$	2,118
Loss carry forward		19,022		13,581		9,530
Research and development expenditures		—		—		—
Other items		(126)		(214)		(98)
Deferred tax assets not recognized		(19,171)		(14,106)		(11,550)
Total Deferred Tax	$	—	$	—	$	—

Deferred tax attributable to research and development expenditures relates to development costs recognized as an expense in the consolidated financial statements in 2020 and are tax deductible in 2021.

Under Danish tax legislation, the value of warrants to employees is income tax exempt subject to meeting certain conditions. The value of income tax exempt warrants is not tax deductible for the issuer. There is currently uncertainty in respect of the extent to which the conditions for being tax exempt are met and consequently the extent to which a tax deduction will be available for the company. Consequently, the deferred tax asset disclosed above is subject to uncertainty and there is a risk that the amount disclosed above is not tax deductible in full.

Summary of Accounting Policies - Segment (Details)	12 Months Ended
Summary of Accounting Policies - Segment (Details)	Dec. 31, 2023 segment
Summary of Accounting Policies
Number of operating business segments	1

Financial Instruments and Risk Management - Warrants derivative liabilities (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($)
Change in fair value measurements
Beginning balance	$ 13,722
Ending balance	17,618
Level 3
Change in fair value measurements
Initial recognition of derivative liability	2,587
Remeasurement Of Derivative Liability	127
Ending balance	$ 2,714

Commitments And Contingencies

12 Months Ended

Dec. 31, 2023

Commitments And Contingencies.

Commitments and Contingencies

Note 21. Commitments and Contingencies

Legal proceedings

On April 28, 2022, the Company received formal notice that on April 21, 2022, Statens Serum Institut (“SSI”), had initiated a legal proceeding against the Company in The Danish Maritime and Commercial High Court (Sø og Handelsretten), claiming sole ownership of a patent application (PCT/EP2020/050058 and subsequently national filings, EP3906045), the Company filed related to a method for treating malignant neoplasm by administering a composition comprising a high dose of neopeptides, a solvent and SSI’s liposomal adjuvant, CAF®09b, for which the Company has a non-exclusive, royalty-bearing sub-licensable license to use from SSI (the “Invention”).

The patent application for the Invention relates solely to the use of the adjuvant CAF®09b in conjunction with a high dose of neopeptides in the Company’s EVX-01 product candidate. SSI’s claim to the patent application does not relate to any other aspect of the Company’s patent portfolio covering EVX-01 or the PIONEER platform technology. The patent application stems from work the Company performed under a collaboration agreement the Company entered into with SSI, DTU, Center for Cancer Immune Therapy (Herlev Hospital) and the Center for Genomic Medicine (Rigshospitalet). The patent application names the Company and certain of the Company’s employees as the sole inventors of the invention.

In its filing, SSI’s primary claim is that the Invention disclosed in the patent application was not made by the Company and its employees, but rather, that SSI and members of its staff made the Invention and, therefore, SSI and certain of its staff members should be listed as the sole inventors of the invention. In the alternative, SSI claims that it should have co-ownership with the Company of the patent application and the invention.

It is the Company’s position that the Company and its employees are the sole inventors of the invention. The Company believes that it has strong defenses against SSI’s claim and that SSI’s claim is without merit. The Company intends to vigorously defend the action. In any event, even if SSI’s claim were to be upheld by the court, while no assurance can be given, the Company does not expect that it would have a material impact on its rights to use the Invention in the development and commercialization of EVX-01, as the Company believes that such rights are covered by its current license agreement with SSI and SSI would be excluded from enforcing its rights in the Invention to prevent the Company from developing and commercializing its EVX-01 product candidate. As of December 31, 2023, the opinion of the Company’s legal counsel is that the ongoing legal proceedings will not have a material impact on the Company’s future financial results.

As of December 1st, 2023, the Company and SSI have completed several rounds of written statements to the courts after which the court will announce official dates for court meetings to take place. The court proceedings have been paused since May 2023 on the basis that non-court mediated negotiations are ongoing between the Company and SSI to resolve the situation without further court proceedings. In December 2023 terms were agreed between the Company and SSI which results in a situation where the Company retains all commercial rights to EVX-01 and the patent application, the lawsuit will be lifted on a walk-away basis and no compensation by the Company to SSI. Final contracts remain to be signed.

Contractual obligations

The contractual obligations are similar individually and, in the aggregate, not material to the future financial position, operating profit or cash flow.

At December 31, 2023, the Company had the following contractual commitments which fall due as follows:


		December 31, 2023
		(USD in thousands)
	Contractual
	cash flows		<1 year		1 – 2 years		2 – 5 years		>5 years		Total

		(USD in thousands)
Purchase obligations	$	—	$	706	$	322	$	494	$	—	$	1,522
Total	$	—	$	706	$	322	$	494	$	—	$	1,522

The majority of the purchase obligations of $0.5 million relate to CRO’s as of December 31, 2023.

At December 31, 2022, the Company had the following contractual commitments which fall due as follows:


		December 31, 2022
		(USD in thousands)
	Contractual
	cash flows		<1 year		1 – 2 years		2 – 5 years		>5 years		Total

		(USD in thousands)
Purchase obligations	$	—	$	598	$	56	$	904	$	—	$	1,558
Total	$	—	$	598	$	56	$	904	$	—	$	1,558

The majority of the purchase obligations of $0.8 million relate to CRO’s as of December 31, 2022.

Property and Equipment, Net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Property and Equipment, Net
Balance beginning of year	$ 4,675
Balance end of year	4,343	$ 4,675
Property
Property and Equipment, Net
Balance beginning of year	2,224
Balance end of year	2,096	2,224
Right-of-use assets
Property and Equipment, Net
Balance beginning of year	2,224
Balance end of year	2,096	2,224
Other equipment
Property and Equipment, Net
Balance beginning of year	1,016
Balance end of year	857	1,016
Leasehold improvements
Property and Equipment, Net
Balance beginning of year	1,435
Balance end of year	1,390	1,435
Cost
Property and Equipment, Net
Balance beginning of year	5,593	5,548
Additions during the year	88	376
Exchange rate adjustments	192	(331)
Balance end of year	5,873	5,593
Cost \| Property
Property and Equipment, Net
Balance beginning of year	2,593	2,756
Exchange rate adjustments	88	(163)
Balance end of year	2,681	2,593
Cost \| Other equipment
Property and Equipment, Net
Balance beginning of year	1,368	1,225
Additions during the year	23	220
Exchange rate adjustments	47	(77)
Balance end of year	1,438	1,368
Cost \| Leasehold improvements
Property and Equipment, Net
Balance beginning of year	1,632	1,567
Additions during the year	65	156
Exchange rate adjustments	57	(91)
Balance end of year	1,754	1,632
Accumulated Depreciation
Property and Equipment, Net
Balance beginning of year	(918)	(374)
Depreciation for the year	(615)	(571)
Depreciation reversed on disposals	45	15
Exchange rate adjustments	(42)	12
Balance end of year	(1,530)	(918)
Accumulated Depreciation \| Property
Property and Equipment, Net
Balance beginning of year	(369)	(155)
Depreciation for the year	(245)	(234)
Depreciation reversed on disposals	45	15
Exchange rate adjustments	(16)	5
Balance end of year	(585)	(369)
Accumulated Depreciation \| Other equipment
Property and Equipment, Net
Balance beginning of year	(352)	(161)
Depreciation for the year	(212)	(196)
Exchange rate adjustments	(17)	5
Balance end of year	(581)	(352)
Accumulated Depreciation \| Leasehold improvements
Property and Equipment, Net
Balance beginning of year	(197)	(58)
Depreciation for the year	(158)	(141)
Exchange rate adjustments	(9)	2
Balance end of year	$ (364)	$ (197)

Financial Income and Expenses (Tables)

12 Months Ended

Dec. 31, 2023

Financial Income and Expenses

Schedule of financial income and expenses


	Years Ended
	December 31,
	2023		2022		2021

	(USD in thousands)
Financial income:
Interest income, bank	$	151	$	13	$	—
Interest income, other		3		—		—
Change in fair value of warrant liability		636		395		—
Foreign exchange gains		173		2,423		2,039
Total financial income		963		2,831		2,039
Financial expenses:
Interest expenses		(1)		(34)		(5)
Interest expenses, lease liabilities		(172)		(176)		(123)
Change in fair value of derivative liability		(110)		—		—
Change in fair value of warrant liability		(244)		—		—
Interest expenses, borrowings		(724)		(588)		(31)
Foreign exchange losses		(430)		(710)		(756)
Total financial expenses		(1,681)		(1,508)		(915)
Net financial items	$	(718)	$	1,323	$	1,124

Basic and Diluted Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Basic and Diluted Loss Per Share
Net loss attributable to shareholders of Evaxion Biotech A/S	$ (22,125)	$ (23,169)	$ (24,532)
Weighted-average number of ordinary shares outstanding	27,335,829	23,638,685	19,493,143
Loss per share - basic (in USD per share)	$ (0.81)	$ (0.98)	$ (1.26)
Loss per share - diluted (in USD per share)	$ (0.81)	$ (0.98)	$ (1.26)

Employees and Employee-Related Costs

12 Months Ended

Dec. 31, 2023

Employees and Employee-Related Costs

Employees and Employee-Related Costs

Note 8. Employees and Employee-Related Costs

The number of employees, including executive and non-executive directors, during the year was as follows:


	Years Ended December 31,
	2023	2022	2021
Average number of full-time employees	55	62	53
Number of employees at end of period:
Denmark and United States	49	63	61
Total employees, at end of period	49	63	61

Employee costs:


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Wages and salaries	$	8,436	$	8,182	$	7,558
Cash bonus		393		789		668
Share-based compensation expenses		479		942		1,379
Other social security expenses		18		19		28
Other staff expenses		216		389		364
Total	$	9,542	$	10,321	$	9,997


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Total Employee costs classified as:
Research and development expenses	$	6,410	$	8,156	$	7,845
General and administrative expenses		3,132		2,165		2,152
Total	$	9,542	$	10,321	$	9,997


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Non-management employee benefit expenses classified as:
Research and development expenses	$	5,255	$	6,639	$	6,414
General and administrative expenses		1,870		983		836
Total	$	7,125	$	7,622	$	7,250

Remuneration to the Board of Directors and Executive Management


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Remuneration to the Executive Management:
Wages and salaries	$	1,802	$	1,970	$	1,833
Share-based compensation expenses		205		321		514
Total		2,007		2,291		2,347
Remuneration to the Board of Directors:
Wages and salaries		360		379		313
Share-based compensation expenses		45		29		87
Total		405		408		400
Remuneration to the Board of Directors and Executive Management classified as:
Research and development expenses		1,150		1,517		1,431
General and administrative expenses		1,262		1,182		1,316
Total	$	2,412	$	2,699	$	2,747

The Executive Management was comprised of is comprised of four members as of December 31, 2023, and six members as of December 31, 2022.

Share-Based Payments

12 Months Ended

Dec. 31, 2023

Share-Based Payments

Share-Based Payments

Note 9. Share-Based Payments

Warrant program

The Company’s Articles of Association allow for the granting of equity compensation, in the form of equity settled warrants, to employees, consultants and Scientific Advisory Board members who provide services similar to employees, members of executive management, and the board of directors. The warrants granted in 2018 or prior vested upon the closing of our initial public offering in February 2021 (“IPO”). The warrants granted in 2020 vest either gradually over 36 months or vest immediately. Vested warrants granted in 2020 are exercisable in certain exercise windows beginning in the second half of the year of 2021. Warrants granted up until 2019 expire on December 31, 2036. Warrants granted in 2022, 2022 and 2021 expire on December 31, 2031. Warrants granted in 2023 expire on December 31, 2031. For the years ended December 31, 2023, 2022 and 2021, the number of warrants outstanding as a percentage of outstanding ordinary shares was 7.2%, 11.4% and 11.8%, respectively.

During 2023, the Company granted 409,115 warrants to its employees, members of its Board of Directors, and Executive Management team, of which 169,167 were granted to its Chief Executive Officer (“CEO”), 6,250 were granted to its Chief AI Officer (“CAIO”), 12,500 were granted to its Chief Scientific Officer (“CSO”), and 12,500 were granted to its Chief Operating Officer (“COO”). All warrants granted vest over a period of 36 months.

In August 2023, the Company granted 150,000 warrants to a consultant, 37,500 of such warrants vested on November 20, 2023, 37,500 warrants vest on February 20, 2024, 37,500 warrants vest on May 20, 2024, and 37,500 warrants vest on August 20, 2024. The warrants granted and vested may be exercised until and including September 19, 2026.

The fair value of the warrants granted during 2023 at grant date amounted to $0.3 million.

During 2022, the Company granted 491,612 warrants, of which 35,000 were granted to its Chief AI Officer (“CAIO”), 25,000 were granted to its Chief Scientific Officer (“CSO”), 16,667 were granted to its Chief Financial Officer (“CFO”), 25,000 were granted to its Chief Medical Officer (“CMO”), 20,833 were granted to its Chief Operating Officer (“COO”), 3,125 were granted to its Chief Business Officer (“CBO”) and 3,125 were granted to its Chief Executive Officer (“CEO”). All granted warrants will vest over 36 months.

In connection with the appointment of a new CEO in September 2022, the new CFO in May 2022 and the new COO in March 2022 they were all granted warrants, the CEO was granted 50,000 warrants to purchase, the CFO 45,000 warrants to Purchase and the COO 25,000 warrants to purchase of the Company’s ordinary shares with DKK 1 nominal value. The granted warrants have an exercise price equal to the fair market value of the Company’s ordinary shares represented by ADSs on the date of grant thereof and they vest over a period of 36 months.

The remaining warrants granted during 2022 were granted to individual employees in December 2022. The warrants were granted at the share price equal to the fair market value thereof on the date of grant. Of the warrants granted to our employees 2,500 vested immediately. The rest of the warrants granted to employees in December 2022 vest over a period of 36 months beginning January 1, 2023.

The fair value of the warrants granted during 2022 at grant date amounted to $0.8 million.

In the second quarter of 2021, the Company granted 62,147 warrants to its CMO which vest over 36 months. The fair value at grant date amounted to $0.4 million.

During 2021, an aggregate of 523,599 warrants attributable to 2021 entitlements were granted to employees, members of our board of directors and executive management. Of the warrants 22,916 were granted to our board of directors vested immediately. The warrants granted to employees and executive management vest over 36 months. The fair value at grant date amounted to $1.5 million.

On January 4, 2021, the Company effected its stock split which also resulted in a reduction of the nominal value of the Company’s ordinary shares from DKK 2 to DKK 1. In accordance with the anti-dilution provisions of the warrant agreements, the number of warrants was increased by a ratio of 36 to 1 and the exercise price was decreased from DKK 2 to 1 DKK. Accordingly, information related to the Company’s warrants have been retroactively adjusted to reflect the stock split and the bonus shares for all periods presented.

The following schedule specifies the granted warrants:



			Weighted		Weighted Average
			Average		Remaining
	Number of		Exercise		Contractual Life
	warrants		Price/Share		(years)
Warrants granted as at December 31, 2020	2,228,076		DKK1		15
Warrants granted during 2021⁽¹⁾	63,802		DKK1
Warrants granted December 2021	523,599		USD 5.38
Warrants exercised	(62,284)	⁽²⁾	DKK1
Warrants forfeited	(10,178)		DKK1
Warrants cancelled	(10,397)		DKK1
Warrants granted as at December 31, 2021	2,732,618		DKK 7.53		13
Warrants granted	491,612		USD 2.24
Warrants exercised	(388,181)	⁽²⁾	USD 2.42
Warrants forfeited	(92,956)		USD 1.28
Warrants cancelled	—		—
Warrants granted as at December 31, 2022 ⁽³⁾	2,743,093		USD 1.50		11
Warrants granted	559,115		USD 1.02
Warrants exercised	(360,731)	⁽²⁾	USD 0.14
Warrants forfeited	(203,004)		USD 2.08
Warrants cancelled	—		—
Warrants granted as at December 31, 2023⁽³⁾	2,738,473		USD 1.41	⁽⁴⁾	10
Warrants exercisable as at December 31, 2021	2,072,122
Warrants exercisable as at December 31, 2022 ⁽³⁾	1,988,106
Warrants exercisable as at December 31, 2023 ⁽³⁾	2,007,123

(1)	Of which 62,147 warrants were legally granted in June 2021 and the remaining 1,655 warrants were legally granted in December 2020.

(2)	The weighted average share price at the date of exercise were USD 0.14, USD 2.42 and USD 5.59 for the years ended December 31, 2023, 2022, and 2021, respectively.

(3)	The number of warrants excludes 2023 SPA Investor Warrants and EIB Warrants referred to in Note 6.

(4)	December 31, 2023, USD-end rate used.

Share-based compensation expenses included in the consolidated statements of comprehensive loss:


	Years Ended
	December 31,
	2023		2022		2021

	(USD in thousands)
Research and development expenses	$	377	$	760	$	1,051
General and administrative expenses		102		182		328
Total	$	479	$	942	$	1,379

Determination of fair value of warrants

Subsequent to the Company’s IPO, determining the initial fair value and subsequent accounting for equity awards require significant judgment regarding expected life and volatility of an equity award; however, as a public listed company there is objective evidence of the fair value of an ordinary share on the date an equity award is granted. On the other hand, due to the fact that as of 2021, warrants will be granted at the share price on the date of grant, fair value comprises a time value which is significantly affected by the expected life and expected volatility. The expected life of a warrant is based on the assumption that the holder will not exercise until after the equity award is fully vested. Actual exercise patterns may differ from the assumption used herein. The expected volatility is based on peer group data and reflects the assumption that the historical volatility over a period similar to the life of the warrant is indicative of future trends, which may not necessarily be the actual outcome. The peer group consists of listed companies that management believes are similar to the Company in respect to industry and stage of development. Even with objective evidence of the fair value of an ordinary share, small changes in any other individual assumption or in combination with other assumptions could have resulted in significantly different valuations.

The following assumptions have been applied for the warrants issued during the years ended December 31, 2023, 2022, and 2021:


	Years Ended December 31,
	2023			2022			2021
Expected term (in years)		6.5			6.5			6.5
Risk-free interest rate		4.27	%		3.66	%		1.34	%
Expected volatility		85	%		85	%		85	%
Share price	$	0.70		$	2.10		$	4.20

The following schedule specifies the outstanding warrants as at December 31, 2023:


	Per
	warrant		Average	Remaining
	grant	Number of	exercise price	term to
	date fair value	warrants	per warrant	maturity
Outstanding program	(DKK)	outstanding	(DKK)	(years)
Grant (December 2016)	20.91	318,192	1	13
Grant (September 2017)	28.71	467,184	1	13
Grant (December 2017)	28.71	92,673	1	13
Grant (during 2018)	37.05	163,116	1	13
Grant (February 2019)	42.57	7,956	1	13
Grant (September 2019)	56.35	54,000	1	13
Grant (October 2019)	56.97	112,995	1	13
Grant (December 2020)	56.75	175,567	1	8
Grant (April 2021)	45.31	1,655	1	8
Grant (June 2021)	40.86	62,147	1	8
Grant (December 2021)	19.22	422,451	USD 5.38	8
Grant (March 2022)	13.46	30,560	USD 2.96	8
Grant (June 2022)	8.85	5,004	USD 1.83	8
Grant (June 2022)	8.85	4,448	USD 1.83	8
Grant (June 2022)	8.85	45,000	USD 1.83	8
Grant (September 2022)	10.46	7,529	USD 2.42	8
Grant (December 2022)	10.95	15,279	USD 2.23	8
Grant (December 2022)	10.95	293,602	USD 2.23	8
Grant (January 2023)	9.17	10,000	USD 1.94	8
Grant (September 2023)	4.27	100,000	USD 1.02	8
Grant (September 2023)	2.57	50,000	USD 1.50	3
Grant (December 2023)	3.61	299,115	USD 0.75	8
Granted at December 31, 2023		2,738,473
Warrants exercisable at December 31, 2023		2,007,123

The following schedule specifies the outstanding warrants as at December 31, 2022:


	Per
	warrant		Average	Remaining
	grant	Number of	exercise price	term to
	date fair value	warrants	per warrant	maturity
Outstanding program	(DKK)	outstanding	(DKK)	(years)
Grant (December 2016)	20.91	437,114	1	14
Grant (September 2017)	28.71	617,184	1	14
Grant (December 2017)	28.71	122,040	1	14
Grant (during 2018)	37.05	170,496	1	14
Grant (February 2019)	42.57	7,956	1	14
Grant (September 2019)	56.35	54,000	1	14
Grant (October 2019)	56.97	150,660	1	14
Grant (December 2020)	56.75	193,064	1	9
Grant (April 2021)	45.31	1,655	1	9
Grant (June 2021)	40.86	62,147	1	9
Grant (December 2021)	19.22	435,165	USD 5.38	9
Grant (March 2022)	13.46	35,000	USD 2.96	9
Grant (June 2022)	8.85	10,000	USD 1.83	9
Grant (June 2022)	8.85	10,000	USD 1.83	9
Grant (June 2022)	8.85	45,000	USD 1.83	9
Grant (September 2022)	10.46	11,000	USD 2.42	9
Grant (December 2022)	10.95	50,000	USD 2.23	9
Grant (December 2022)	10.95	330,612	USD 2.23	9
Granted at December 31, 2022		2,743,093
Warrants exercisable at December 31, 2022		1,988,106

The following schedule specifies the outstanding warrants as at December 31, 2021:


	Per
	warrant		Average	Remaining
	grant	Number of	exercise price	term to
	date fair value	warrants	per warrant	maturity
Outstanding program	(DKK)	outstanding	(DKK)	(years)
Grant (December 2016)	20.91	701,356	1	15
Grant (September 2017)	28.71	617,184	1	15
Grant (December 2017)	28.71	122,040	1	15
Grant (during 2018)	37.05	174,564	1	15
Grant (February 2019)	42.57	7,956	1	15
Grant (September 2019)	56.35	54,000	1	15
Grant (October 2019)	56.97	150,660	1	15
Grant (December 2020)	56.75	317,457	1	10
Grant (April 2021)	45.31	1,655	1	10
Grant (June 2021)	40.86	62,147	1	10
Grant (December 2021)	19.22	523,599	USD 5.38	10
Granted at December 31, 2021		2,732,618
Warrants exercisable at December 31, 2021		2,732,618

The Board of Directors and Executive Management holding of share awards for the years ended December 31, 2021, 2022 and 2023 is shown below:


		Warrants held when				Warrants held when					Warrants held when
		becoming or leaving				becoming or leaving					becoming or leaving
	January 1,	as a member			December 31,	as a member				December 31,	as a member				December 31,
	2021	of management	Granted	Exercised	2021	of management	Granted	Exercised	Forfeited	2022	of management	Granted	Exercised	Forfeited	2023
Steven Projan	42,048	—	4,583	—	46,631	—	5,000	—	—	51,631	—	—	—	—	51,631
Roberto Prego	34,164	—	4,583	—	38,747	—	5,000	—	—	43,747	—	5,000	—	—	48,747
Jo Ann Suzich (former) ⁽⁴⁾	10,260	—	—	—	10,260	—	—	—	—	10,260	—	—	—	—	10,260
Marianne Søgaard ⁽¹⁾	94,320	—	9,167	—	103,487	—	10,000	—	—	113,487	—	75,000	—	—	188,487
Helen Boudreau (former) ⁽²⁾	5,436	—	—	(5,436)	—	—	—	—	—	—	—	—	—	—	—
Lars Holtug	—	—	4,583	—	4,583	—	5,000	—	—	9,583	—	5,000	—	—	14,583
Niels Iversen Møller	—	—	—	—	—	—	3,750	—	—	3,750	—	8,125	—	—	11,875
Board of Directors in total	186,228	—	22,916	(5,436)	203,708	—	28,750	—	—	232,458	—	93,125	—	—	325,583
Lars Aage Staal Wegner	852,084	—	64,167	—	916,251	—	—	(62,736)	(45,327)	808,188	—	—	(200,000)	—	608,188
Birgitte Rønø	—	29,376	45,000	—	74,376	—	25,000	—	—	99,376	—	12,500	—	—	111,876
Erik Heegaard	—	—	97,564	—	97,564	—	25,000	—	—	122,564	—	—	—	—	122,564
Glenn S. Vraniak (former) ⁽³⁾	150,660	—	—	—	150,660	—	—	(112,995)	—	37,665	—	—	(37,665)	—	—
Andreas Holm Mattsson	—	—	—	—	—	—	35,000	—	—	35,000	—	6,250	—	—	41,250
Bo Karmark	—	—	—	—	—	45,000	16,667	—	—	61,667	—	—	—	—	61,667
Jesper Nyegaard Nissen	—	—	—	—	—	25,000	20,833	—	—	45,883	—	12,500	—	—	58,333
Niels Iversen Møller ⁽⁵⁾	—	—	—	—	—	—	3,125	—	—	3,125	—	8,750	—	—	11,875
Per Norlén ⁽⁶⁾	—	—	—	—	—	50,000	3,125	—	—	53,125	—	—	—	(37,150)	15,975
Thomas Bogenrieder ⁽⁷⁾	—	—	—	—	—	—	—	—	—	—	4,356	—	—	—	4,356
Christian Kanstrup ⁽⁷⁾	—	—	—	—	—	—	—	—	—	—	—	169,167	—	—	169,167
Executive Management in total	1,002,744	29,376	206,731	—	1,238,581	120,000	128,750	(175,731)	(45,327)	1,266,543	4,356	209,167	(237,665)	(37,150)	1,205,251

(1)	As of November 25, 2020, 26,964 warrants were granted for services provided before taking on the Board of Directors position.

(2)	Former board member from June 30, 2020, to May 25, 2021.

(3)	Mr. Vraniak resigned as the Chief Financial Officer of the Company effective November 1, 2021.

(4)	Board member until May 25, 2021.

(5)	Became a Board member in 2022.

(6)	Mr. Norlén resigned as the Chief Executive Officer of the Company effective September 1, 2023.

(7)	Became a member of Executive Management in 2023.

Commitments and Contingencies (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Contractual obligations
Contractual commitments	$ 1,522	$ 1,558
Less than one year
Contractual obligations
Contractual commitments	706	598
1-2 years
Contractual obligations
Contractual commitments	322	56
2-5 years
Contractual obligations
Contractual commitments	494	904
Purchase obligations
Contractual obligations
Contractual commitments	1,522	1,558
Purchase obligations \| Less than one year
Contractual obligations
Contractual commitments	706	598
Purchase obligations \| 1-2 years
Contractual obligations
Contractual commitments	322	56
Purchase obligations \| 2-5 years
Contractual obligations
Contractual commitments	494	904
Purchase obligations \| CRO's
Contractual obligations
Contractual commitments	$ 500	$ 800

Provisions (Details) - USD ($) $ in Thousands	12 Months Ended
Provisions (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Provisions
Carrying amount at January 1	$ 144	$ 153
Currency adjustment	5	(9)
Carrying amount at December 31	$ 149	$ 144

Leases

12 Months Ended

Dec. 31, 2023

Leases

Leases

Note 17. Leases

Leases

In October 2020, the Company entered into a lease for approximately 1,356 square meters, which is allocated on 839 square meters of office space, and 518 square meters of laboratory space in Hørsholm, Denmark. The commencement date for the lease of the 839 square meters of office space was February 1, 2021, and the lease continues for a term of 10 years from that date. The commencement date for the additional laboratory space was August 13, 2021, and the lease continues for a term of 10 years with a subsequent 12-month cancellation notice period. The lease agreement contains an early termination provision which would trigger a termination fee of $2.7 million. As of December 31, 2023, the monthly payment is approximately $27,640 which consists of approximately $11,498 for the office space and approximately $16,142 for the laboratory space. Throughout the term, the lease is subject to annual increases ranging from two to four percent on the annual lease payment amount.

The Company had one lease in Copenhagen, Denmark as of December 31, 2023.

For the years ended December 31, 2023, 2022 and 2021, the expense recognized in operating expense related to short term and variable lease payments not included in the lease liabilities was immaterial. For the years ended December 31, 2023, 2022 and 2021, the Company recognized $0.2 million, $0.2 million, and $0.2 million, respectively, of depreciation expense related to its right-of-use lease asset in operating expense. For the years ended December 31, 2023, 2022 and 2021, the Company recognized $0.2 million, $0.2 million, and $0.1 million of interest expense related to its lease liabilities. The Company recognized a total of $0.4 million, $0.4 million, and $0.3 million related to lease expenses in the consolidated statements of comprehensive loss for the years ended December 31, 2023, 2022, and 2021, respectively.

Set out below are the carrying amounts of the Company’s right-of-use assets and lease liabilities and the movements during the period:


	Right-of-Use Asset		Lease Liabilities

	(USD in thousands)
At December 31, 2022	$	2,224	$	2,255
Additions		—		45
Depreciation		(216)		—
Interest Expense		—		172
Payments		—		(326)
Translation		88		76
At December 31, 2023	$	2,096	$	2,222


	Right-of-Use Asset		Lease Liabilities

	(USD in thousands)
At December 31, 2021	$	2,601	$	2,520
Additions		—		15
Depreciation		(214)		—
Interest Expense		—		176
Payments		—		(305)
Translation		(163)		(151)
At December 31, 2022	$	2,224	$	2,255

The total cash outflow for leases were $0.3 million and $0.3 million in during the years ended December 31, 2023 and 2022, respectively.

Fees to auditors (Tables)

12 Months Ended

Dec. 31, 2023

Fees to auditors

Schedule of fees to independent registered public accounting firm


	Years Ended December 31,
	2023		2022

	(USD in thousands)
Audit fees	$	309	$	172
Audit related fees		94		50
Other fees		57		156
Total fees	$	460	$	378

Capital Structure and Financial Matters -MSD Securities Purchase Agreement (Details) kr / shares in Units, $ / shares in Units, $ in Thousands		12 Months Ended
	Dec. 18, 2023 USD ($) $ / shares shares	Dec. 31, 2023 USD ($) $ / shares	Dec. 31, 2023 DKK (kr) kr / shares	Dec. 18, 2023 kr / shares	Dec. 31, 2022 USD ($)	Dec. 31, 2022 kr / shares	Aug. 31, 2022 kr / shares	Dec. 31, 2021 USD ($)	Jan. 04, 2021 kr / shares	Dec. 31, 2020 USD ($)
Disclosure of classes of share capital [line items]
Share capital		$ (4,729)			$ 8,303			$ 32,437		$ 7,038
Private placement
Disclosure of classes of share capital [line items]
Proceeds from sales	$ 5,300
2023 SPA Investor Warrants
Disclosure of classes of share capital [line items]
Shares sold (in shares) \| shares	9,726,898
Ordinary shares par value \| kr / shares				kr 1
IFRS warrants and rights outstanding, term	3 years
Gross proceeds from exercise of warrants	$ 6,800
2023 SPA Investor Warrants \| Private placement
Disclosure of classes of share capital [line items]
Share purchase price \| $ / shares	$ 0.54
IFRS warrants and rights outstanding, term	3 years
Exercise price per warrant \| $ / shares	$ 0.71
Proceeds from sales	$ 5,300
Gross proceeds from exercise of warrants	$ 6,800
Ordinary Shares [Member]
Disclosure of classes of share capital [line items]
Ordinary shares par value \| kr / shares			kr 1			kr 1	kr 1		kr 1
Share capital \| kr			kr 37,897,780
Ordinary Shares [Member] \| Private placement
Disclosure of classes of share capital [line items]
Shares sold (in shares) \| shares	9,726,898
Ordinary Shares [Member] \| 2023 SPA Investor Warrants
Disclosure of classes of share capital [line items]
Exercise price per warrant \| $ / shares		$ 0.71
Gross proceeds from exercise of warrants		$ 2,600
Ordinary Shares [Member] \| 2023 SPA Investor Warrants \| Private placement
Disclosure of classes of share capital [line items]
Share purchase price \| $ / shares	$ 0.54
Exercise price per warrant \| $ / shares	$ 0.71

Operating Activities (Details) - USD ($) $ in Thousands	12 Months Ended
Operating Activities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Operating Activities
Share-based compensation expenses	$ 479	$ 942	$ 1,379
Recognized government grants as a reduction of research and development expenses	400	500	300
Research and development expenses
Operating Activities
Employee salary and benefit expenses, excluding share-based compensation	6,033	7,396	6,794
Share-based compensation expenses	377	760	1,051
Depreciation	340	514	273
External expenses	5,166	8,386	11,465
Total research and development expenses	11,916	17,056	19,583
General and administrative expense
Operating Activities
Employee salary and benefit expenses, excluding share-based compensation	3,030	1,983	1,824
Share-based compensation expenses	102	182	328
Professional and other fees	6,947	5,899	4,028
Depreciation	275	144	71
Total research and development expenses	$ 10,354	$ 8,208	$ 6,251

Related Party Transactions

12 Months Ended

Dec. 31, 2023

Related Party Transactions

Related Party Transactions

Note 20. Related Party Transactions

The Company’s related parties are comprised of significant shareholders of the Company, the executive management group, the board of directors and the close members of the family of these persons.

The Company has not granted any loans, guarantees, or other commitments to or on behalf of any of the members in the board of directors or executive management. Other than the remuneration and other transactions relating to the board of directors or executive management and capital increases on the same terms as other investors, no other significant transactions have taken place with the board of directors or executive management for the years ended December 31, 2023, 2022 and 2021.

Prepayments and other receivables (Tables)

12 Months Ended

Dec. 31, 2023

Prepayments and other receivables

Schedule of prepayments and other receivables


	Years Ended December 31,
	2023		2022

	(USD in thousands)
VAT receivables	$	143	$	287
Prepayments		1,692		2,494
Receivables from collaboration partners		9		—
Other receivables		108		10
Total prepayments and other receivables	$	1,952	$	2,791

Employees and Employee-Related Costs (Tables)

12 Months Ended

Dec. 31, 2023

Employees and Employee-Related Costs

Schedule of number of employees


	Years Ended December 31,
	2023	2022	2021
Average number of full-time employees	55	62	53
Number of employees at end of period:
Denmark and United States	49	63	61
Total employees, at end of period	49	63	61

Schedule of employee costs


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Wages and salaries	$	8,436	$	8,182	$	7,558
Cash bonus		393		789		668
Share-based compensation expenses		479		942		1,379
Other social security expenses		18		19		28
Other staff expenses		216		389		364
Total	$	9,542	$	10,321	$	9,997


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Total Employee costs classified as:
Research and development expenses	$	6,410	$	8,156	$	7,845
General and administrative expenses		3,132		2,165		2,152
Total	$	9,542	$	10,321	$	9,997


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Non-management employee benefit expenses classified as:
Research and development expenses	$	5,255	$	6,639	$	6,414
General and administrative expenses		1,870		983		836
Total	$	7,125	$	7,622	$	7,250

Schedule of remuneration to the Board of Directors and Executive Management


	Years Ended December 31,
	2023		2022		2021

	(USD in thousands)
Remuneration to the Executive Management:
Wages and salaries	$	1,802	$	1,970	$	1,833
Share-based compensation expenses		205		321		514
Total		2,007		2,291		2,347
Remuneration to the Board of Directors:
Wages and salaries		360		379		313
Share-based compensation expenses		45		29		87
Total		405		408		400
Remuneration to the Board of Directors and Executive Management classified as:
Research and development expenses		1,150		1,517		1,431
General and administrative expenses		1,262		1,182		1,316
Total	$	2,412	$	2,699	$	2,747

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2023

Income Taxes

Schedule of tax expense


	Years Ended
	December 31,
	2023		2022		2021

	(USD in thousands)
Income tax benefit	$	790	$	772	$	178
Total income tax benefit for the year	$	790	$	772	$	178

Schedule of reconciliation of effective tax rate


	Years Ended December 31,
	2023		2022		2021
Statutory corporate income tax rate in Denmark	22	%	22	%	22	%
Difference in corporate income tax rate in subsidiaries	—	%	—	%	—	%
Non-deductible income / (expenses)	(1)	%	(1)	%	—	%
Non-taxable income / (expenses)	—	%	—	%	—	%
Additional tax deduction R&D expenses	1	%	4	%	6	%
Tax credit research and development expenditures	(4)	%	(5)	%	(4)	%
Change in deferred tax asset not capitalized	(14)	%	(16)	%	(23)	%
Total effective tax rate	4	%	4	%	1	%

Schedule of deferred tax in the consolidated statements of financial position


	Years Ended
	December 31,
	2023		2022		2021

	(USD in thousands)
Deferred Tax Positions:
Warrants	$	275	$	739	$	2,118
Loss carry forward		19,022		13,581		9,530
Research and development expenditures		—		—		—
Other items		(126)		(214)		(98)
Deferred tax assets not recognized		(19,171)		(14,106)		(11,550)
Total Deferred Tax	$	—	$	—	$	—

Capital Structure and Financial Matters - Share Capital (Details) kr / shares in Units, $ in Thousands	Dec. 31, 2023 USD ($) shares	Dec. 31, 2023 DKK (kr) kr / shares shares	Dec. 31, 2022 USD ($) shares	Dec. 31, 2022 DKK (kr) kr / shares shares	Aug. 31, 2022 kr / shares	Dec. 31, 2021 USD ($) shares	Dec. 31, 2021 DKK (kr) shares	Jan. 04, 2021 kr / shares	Dec. 31, 2020 USD ($) shares	Dec. 31, 2020 DKK (kr) shares
Disclosure of classes of share capital [line items]
Share capital \| $	$ (4,729)		$ 8,303			$ 32,437			$ 7,038
Issued Capital [Member]
Disclosure of classes of share capital [line items]
Share capital	$ 5,899	kr 37,898,000	$ 3,886	kr 24,139,000		$ 3,755	kr 23,204,000		$ 2,648	kr 16,198,000
Ordinary Shares [Member]
Disclosure of classes of share capital [line items]
Share capital \| shares	37,897,780	37,897,780	24,139,413	24,139,413		23,203,808	23,203,808		16,198,668	16,198,668
Nominal value per share \| kr / shares		kr 1		kr 1	kr 1			kr 1
Share capital \| kr		kr 37,897,780

- Definition

The amount of residual interest in the assets of the entity after deducting all its liabilities.

+ References + Details

Financial Income and Expenses

12 Months Ended

Dec. 31, 2023

Financial Income and Expenses

Financial Income and Expenses

Note 10. Financial Income and Expenses


	Years Ended
	December 31,
	2023		2022		2021

	(USD in thousands)
Financial income:
Interest income, bank	$	151	$	13	$	—
Interest income, other		3		—		—
Change in fair value of warrant liability		636		395		—
Foreign exchange gains		173		2,423		2,039
Total financial income		963		2,831		2,039
Financial expenses:
Interest expenses		(1)		(34)		(5)
Interest expenses, lease liabilities		(172)		(176)		(123)
Change in fair value of derivative liability		(110)		—		—
Change in fair value of warrant liability		(244)		—		—
Interest expenses, borrowings		(724)		(588)		(31)
Foreign exchange losses		(430)		(710)		(756)
Total financial expenses		(1,681)		(1,508)		(915)
Net financial items	$	(718)	$	1,323	$	1,124