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Subsequent events | 9 Months Ended
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Sep. 30, 2025
Subsequent Events [Abstract] |
Subsequent events | Subsequent events October 2025 Private Placement On October 12, 2025, the Company entered into securities purchase agreements for the sale of its equity securities to certain institutional investors. In the private placement, the Company sold 11,250,000 common shares at $4.00 per share, and pre-funded warrants (the “October 2025 Pre-Funded Warrants”) to purchase 3,846,153 common shares at $3.90 per pre-funded warrant, which is the price per common share in the private placement minus the exercise price of CHF 0.08 per pre-funded warrant (collectively, the “October 2025 Private Placement”). The private placement closed on October 27, 2025. Gross proceeds from the October 2025 Private Placement were $60.0 million, and, after giving effect to $2.4 million of transaction costs related to the private placement, net proceeds were $57.6 million. The October 2025 Pre-Funded Warrants are exercisable, on a cash or cashless basis, at the option of the holder after the date of issuance until the tenth anniversary of their original issuance. At any time during the last 90 days of the term, the holder may exchange the October 2025 Pre-Funded Warrant for, and we will issue, a new pre-funded warrant for the number of common shares then remaining under the October 2025 Pre-Funded Warrant. The October 2025 Pre-Funded Warrants have certain limitations on exercise, including (i) any exercise must be for at least 50,000 common shares (or, if less, the remaining common shares available for purchase under the October 2025 Pre-Funded Warrants), (ii) a holder cannot exercise for any amount that would cause such holder’s beneficial ownership of our common shares to exceed 9.99% (or 19.99% with 61-days’ notice to us), and (iii) cashless exercise is not available in certain circumstances as specified in the October 2025 Pre-Funded Warrants. The warrants contain customary anti-dilution adjustments and will entitle holders to receive any dividends or other distributions paid on the underlying common shares prior to their expiration on an as-exercised basis. Accounting for the October 2025 Private Placement and Pre-funded Warrants The Company will account for the common shares and October 2025 Pre-funded Warrants described above each as freestanding financial instruments. The common shares for the private placement were issued from the Company’s capital range. The common shares will be recorded as $43.0 million to equity for the issuance of the common shares, net of transaction costs accrued and paid, and an increase in cash and cash equivalents. The warrants are freestanding financial instruments that are indexed to the Company’s common stock and meet all other conditions for equity classification under ASC 480 and ASC 815, including the warrant holders cannot require “net cash settlement” in a circumstance outside of the Company’s control, and there is sufficient authorized and unissued shares to settle the warrants. Accordingly, these warrants will be recognized as $14.6 million in equity and accounted for as a component of additional paid-in capital at the time of issuance, net of transaction costs accrued and paid, and an increase in cash and cash equivalents. Transaction costs will be allocated to the warrants and the common shares based on the relative fair value method. Transaction costs associated to the warrants and common shares will be deducted from the respective instrument in equity.

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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/855/tableOfContent Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147483399/855-10-50-2 + Details
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